Harmony Among Thieves
by Professor Blue
Summary: Twilight and Applejack are kidnapped by a mysterious gang!  The mane cast plus Spike and Big Macintosh set off to find out why and get them back.
1. The Night Train

Harmony Among Thieves

By Professor Blue

Pre-Read & Edited by Bl1ghtmare, BraveTriforcer and Ava Nova ()

"Grace and peace be to all who read and suffer in the

name of the improvement of fan-fictions everywhere."

With many thanks to Andrew, Vanja, Bill, Ross, Clive, and Dad (for the encouragement),

Mike (for killing all my dreams) and Tim (for helping me realize better ones).

With no thanks to Nick for getting me addicted to ponies.

Dedicated to the cheerful majority of Bronies.

Chapter 1: The Night Train

"_Kidnapping_? Isn't daht a bit of a dark way to start things off, bozz?" asked the zebra, as he played the devil's advocate to the dark figure's plan, splayed out in yellowed sheets of paper on a desk lit by a fading bankers lamp. The figure remained unmoved.

"It's practical, given our current situation." said the dark figure, coldly.

"Oh, I don't know… definitely isn' his character."

"What's it matter if we get the mares we need in the end?" interrupted the figure impatiently.

"And show up on de doorstep with dem all tied up? Monty is bound to ask questions, and he won't like his interests being so 'brutally demonstrated'." replied the Zebra aptly, taking a sip from a glass of water.

"Let's move on, what Monty doesn't know won't hurt him."

"Right, so, de unicorn will be relatively simple, although she might have a few safeguards to 'tink about. Bein' a'magical one ahn 'all." replied the Zebra, leaning over the desk.

"Got that covered already, what about the other one?"

"De earth pony on de farm? Well, she's not de one I'm worried aboudt." he pushed forward a folder with picture of an orange mare and a large red stallion with a yoke around his neck, both smiling, in front of a barn.

"Right…big brother an' all." The figure raised a limb to his head, the gesture obscured by the shadows of the smoky and dimly lit room.

"Ahnd he won't take kindly to anydhing remodely close to what you're proposing…" The figure relinquished his limb to a resting position back on the desk.

"Our guys can handle it, we've fried bigger fish."

"If you say so, bozz" The zebra leaned away from the table, resting on the chair that was facing the desk of papers.

"Right then, so we're ready with the Call?"

"What if de engie say no?"

"Already prepared a bribe, and if he refuses, we know where this 'Evening Star' lives. We'll get the essential elements. Don't worry."

"No can do, bozz. You pay me to worry 'bout your plans." finished the zebra with a smile, as he leaned back into the office-room's darkness.

"You think it'll work?"

"Never doubted it from de first word."

…In Ponyville…

A youngish stallion sat on the porch of the trainstation, waiting patiently for the special train's arrival, watching the night sky that was still and as dark as ebony, emblazoned by the glare of soft moonlight. Occasionally his look would return north and south to check if the signals down the tracks were still the prohibitive red. No change, just as he had left them in the signal house half an hour before. The loneliness of the earliest morning night shift was not something commonly observed in Ponyville. He glanced behind himself at the schedule board that hung underneath three synchronized clocks, each offset by an hour. The whole night was blank except the one train. Other times night trains might come and go- midnight or early morning being a good way for freight to move in and out without being obscured by pedestrian traffic near the rails during daylight, or the ungainly noise being ill-appreciated only by light sleepers. But the nature of the call to the dispatcher resonated in the mind of the engineer as he remembered it, and something about it made him feel slightly uneasy.

In the distance, a haunting whistle faintly echoed throughout the valley. He stood, in preparation for the arrival. He checked the schedule and saw that whatever this "E. Special" was, would be arriving precisely on-time.

In short order a headlight could be seen traversing down the length of straight track that entered into Ponyville, and the whistle sounded twice more. Momentarily the locomotive whizzed past, and did not appear in sight for very long; although it was obvious to see it was a very large and streamlined engine, and painted in a handsome scarlet as well, it was still moving quite quickly. It passed by the platform of the station, hissing and singing steam out of its valves and openings, decelerating slowly before it came to a stop, letting show a set of baggage cars with a matching livery. The locomotive began transitively chuffing softly and regularly, as steam continued to pump inside. After a small moment, one of the sliding doors of the baggage car slammed open, ushering forth a large grayish silhouette in a wide-brimmed hat. The stallion couldn't see the face of the figure under the shadow cast by the platform light. The arrival was very imposing, as he approached the night engineer.

"'E. Special', 3:30 via Ponyville?" he said, trying to avoid sounding like he was nervous. He checked off the time on a clipboard.

"That's me." said the giant creature, adjusting a pair of black gloves. He spoke with a rather formal drawl but very disinclined to be polite, and stood seemingly on his back legs, unresembling a pony in any sort of form, and even if he did, he would have been a very large one. The voice was somewhat gravelly, and trying to be inconspicuous.

"Water-stop or-"

"Freight." The figure said flatly.

"Oh. What tonnage?"

"Four-hundred and fifty, arrival and departure. No unload."

"Righty then, I'll get you an invoice." Before the stallion could move, the figure reached into what appeared to be a pocket of a jacket and procured a slip of paper with a stamp.

"Exemption." he said, with a tone that seemed only but tolerant. The night engineer was only able to get a single glance of the paper, which looked official enough but didn't manage to examine any of the details well, before the figure retracted it. The seal looked quite familiar, indicating the coat of arms for the Royal Equestria Rail concern.

"Ah. 'Nice to meet another federal worker-"

"Not really." the figure interjected in a foreboding tone, as he returned the slip to his pocket.

The engineer stallion stood in an uncomfortable awkward silence, before he retreated to sitting down at his chair near the schedule. The figure seemed contented to simply be standing by himself on the platform, looking either at the train or into the night.

On the other side of the baggage car, a contingent of smallish diamond dogs and ponies in gray coats wearing small black hats, dashed out into the night. They separated themselves as they ran, one group going up one lane and the other traveling down a different street. They moved silently under the waking darkness of the pre-dawn sky, their only illumination being the street lamps on the corners of the sleeping town. Their skittish running seemed to bear only mischief, at the very least.

The first group crept up to a large-trunked tree adorned with various protrusions of windows and balconies, upon it reading a sign that said "Books & Branches Library" in large, friendly letters. One of the ponies among them, a unicorn, cast as spell upon the doorknob, opening it silently. Four of the rapscallion ponies crept inside of the treehouse, winding their way up the library steps until they found themselves in the room of Twilight Sparkle. Very gingerly and carefully, the unicorn wound a small chain around Twilight's horn using magic to carry it, twisting it slowly and delicately so that it fit into the helical grooves. Twilight groaned quietly but comfortably in her slumber, making the ponies freeze for a brief moment.

As soon as the unicorn had wrapped it, he gave a small nod, which prompted two other earth ponies to viciously bind Twilight's legs and wrap a cloth around her head tightly over her mouth. She jerked awake at the violent movement around her limbs and face, but found herself unable to render any protest apart from infuriated and fearful mumbles and spastic but fruitless movements with her legs, which she was horrified to see she was well and truly hog-tied. She tried to free herself with magic but her forehead felt as if it was numb, which scared her all the more. With a kick she bumped one of them enough for him to lose his hat.

Spike awoke from the odd noise, his eyes flashing awake as he saw the shadowy figures begin to carry Twilight up from her bed amidst her struggling. Immediately the nefarious unicorn's attention was drawn by his movement.

"HE_fh_!" Spike managed to utter, before the unicorn stuffed a gag-like cloth into his mouth, and bound his feet with a small metal chain.

"She'll be back. Just don't do anything stupid." hissed the unicorn, and ran down the stairs along with their wide-eyed and frightful prize, carried on the backs of the other pony intruders. Spike thrust a flame up from his throat, which burned up the towel in his mouth, shouting.

"Twilight! Come back you no-good jerks! TWILIGHT!"

* * *

><p>On the far end of town, Big Macintosh was starting to take stock of the horizon that he could see from the porch of his home. The sky was a crepuscular dark marine color, still covered with stars. One edge to the east just over the reach of the mountains was the thinnest possible seam of lavender, where the sun would be rising, given a few hours or so. The only intrusion into the crystal sky was the plume of smoke coming from obviously some late-night train in town, but it was one of those things that Macintosh didn't mind. In fact, he liked trains. Maybe he'd visit the station some time just so he could see one in finer detail some day.<p>

He silently finished taking stock of the glory of the morn. With one large quaff he downed the entirety of the mug of (very) hot tea he was holding, popping his eyes open with the sudden arrival of temperature now coursing its way through his gut. He placed the mug down on the stoop and began a jolly walk through the orchard down to the area where not too long ago Rainbow Dash had made fine splinters out of the woodwork that used to be a barn in the southwest corner of the Acreage. His hooves had a wonderful tingling sensation has he walked, they gathering dew and making a most pleasant contrast to the warmth of his drink in his belly.

Beside the sad pile of exploded wood sat the old pulling cart, the sort of vehicle that was made of such tough stuff that if it could speak, it would have a good laugh after being thrown off a cliff. He began loading it with scrap pieces of wood, thinking about how either the scrap would need to be sold for firewood, or how he'd have to break it to Rainbow Dash that (although fast, ) annihilating old sheds wasn't the most practical way of demolishing them. Big Macintosh enjoyed the early morning work, rising before even birds sang, so that he could fully appreciate the sound of the day as it awoke and unfurled around him. This often meant he would rise as much as an hour before even the earliest inclination of his sister.

Applejack was in her room and up quite early for her normal time. She was looking in the mirror, holding her hair with a hoof. _"Maybe Rarity was right about that brushing stuff. I guess there's no harm in tryin' it out…"_ She thought, moving her hoof through the golden mane once or twice. She was lost in thought with words that had been said the day previous about fashion and usefulness. They both had said things that rung true for each other, and Applejack was finding herself somehow more and more seriously entertaining the idea of buying a brush so that she might use it.

_"Rarity is a good friend- a lot better than I used to think. Thanks to Twilight's _slumber party_. What a night that was…"_ she recollected.

Out beyond the farm, the running of the intruding group went unnoticed as they slipped through the gate and into the unlocked front door of the Apple home, expertly slowing their jog to a crawl up the stairs without making so much as a "clip" or "clop" in the transition.

Into the hall the intruders slipped silently, taking great care to avoid making the floor creak. Using a small mirror, they checked under the seam of the door of the first opening in the hall of the house. Through it they saw a yellow filly resting on her bed, head turned away and towards the window. The second room seemed empty, furnished with an unmade bed, a stool and what appeared to be a stuffed toy looking out the window. They continued to the gap of the door to another room with a greenish old mare resting on a rocking chair with a ball of yarn and a crochet hook caressed between her hooves, which she seemed to be drooling on. The intruders realized that the door to the room with the light on _had_ to be their objective. They did not want a confrontation, and approached with hesitancy. The a unicorn held up a net with his magic, and he mouthed,

"One, two, three-"

They burst through the door, Applejack turning in shock to see the five or six delinquents exploding into her room.

"What'n the-" the net was thrown and two of the diamond dogs pinned her down by the shoulders as they then tried to push a rope around her legs.

"Hey! HEY! HELP! Get off me ye varmints!" she screamed, kicking one in the face and clear off her person, only to be subsumed by a different one. With much bitter struggling and several other hooves thrown, Applejack found herself being pulled out of her room with a gag in her mouth. Apple Bloom hearing the confusion, sprung out of bed and down the stairs to see the shadows cast by the unkempt assembly that was making away with her sister. She began following them out of the house with a yell.

"You big meanies! Get off my sister!" The unicorn threw a net around Apple Bloom, then using the same magic, tossed her to the side. Applejack's anger burned at this and she gnawed through the cloth over her mouth.

**"You dirty dogs, yer gonna pay for that! Help! Macintosh!"** she screamed, wrestling even harder and making it all the more difficult for the intruders to carry her.

"_Help! Macintosh!_"

The cry was faint and distant, but Macintosh's reaction was automatic as his ears perked up at the anomalous cry. It was uncommon and therefore serious if ever he heard such a combination of words. He dropped the piece of wood he had and began to move in the direction that the sound came from. With complete disregard to the fact that the cart was still latched to his collar, his hooves treaded hard as he quickly gained speed, fighting the weight of the loaded cart as he accelerated up the hill. His adamant plodding once the knoll levelled off quickly became a break-neck sprint as he saw the source of the yell: his sister, writhing and being carried by somethings.

"GET AWAY FROM MAH SISTER" he roared.

With the utter grace and nobility of an enormous red rockslide, he crashed into the assembly that was carrying his sister at full speed, sending many of them flying and breaking the tethering yoke of the cart as it sped off and flipped, taking with it one of the diamond dogs. Macintosh dove at some of the beings there as they continued to escape with Applejack. His rage rewarded a square hoof in one of their jowls and a kick laid into the gut of another, before his fight was interrupted with a

***_Splang!_***

Two diamond dogs struck him in the back of the head with frying pans.

Dazed for only a moment as he lay on the ground in a pained stupor, the group of the offenders ran off with Applejack as she hooted in anger, before she became muffled again, unnaturally so. The one that was hit by the cart appeared to have regrouped, indicating he had been down on the ground for longer than he thought.

"AJ!" exclaimed Macintosh, and he rose to his full height.

"Big Macintosh!" shouted Apple Bloom's little voice. He turned and saw his sister, lying incapacitated in a flowerbed.

"Apple Bloom!"

"They're takin' Applejack!" said the small yellow filly, struggling with the net.

"Ah'm goin' after 'em. Can you get free?" said Macintosh, looking towards the fleeing party.

"Ah think so."

"Go tell Granny Smith."

"And you go get Applejack! Hurry!" commanded Bloom. And the red stallion sprinted away. Macintosh, running with the utmost urgency, could see he was gaining on the party of the kidnappers. The distance between them had grown large and worrisome, flying past trees and eventually past the darkened doors and windows of street after street in Ponyville. One of the ponies that was carrying Applejack pulled up a whistle and blew into it gently three times. It made a high-pitched tone that was barely audible.

The dark figure on the platform perked up at the sound, some distance away, and his shape seemed to change to something most displeased.

"Hey, er, when did you say you were going to be headin' out?" asked the engineer stallion, idly. He stood as the figure began walking towards him, the figure doing so on his hind legs. The figure procured a knife and held it menacingly at the stallion's throat while advancing upon him, forcing him backwards in surprise.

"At my discretion. Good day." he punctuated his statement by pushing him through the door of the station, then slamming it shut. With that, he put away the knife and pulled out his own whistle, giving two strong toots and then re-embarking the baggage car. On the other side, the two groups of the dark figure's lackeys loaded their prisoner mares aboard the train. As soon as they had, the locomotive sounded its whistle twice. The engineer of the broad and sleek locomotive slammed the throttle lever all the way out, ushering a tremendous *_WHUD_* of pressure to whelm the bulkhead of the boiler and a belch of gasses from the funnel.

Macintosh galloped through the town seeing where the kidnappers had tread and began to use the plume of the locomotive's steam as a landmark.

The driving wheels of the locomotive creaked and then burst to life with a shuddering of rapid spinning as they slipped upon the crisp cool rails, before they slowed and registered traction. The train began quickly garnering speed, completely ignoring the still red signal above the track. Macintosh saw what was happening and poured his energy into the pursuit of the train as it began to depart, running faster and faster than he thought he'd ever run in his life before. Abject fear drove his instinct, and he didn't feel the ache of the back of his head, or his bruised neck from his yoke.

The train accelerated with impatience but Macintosh was gaining, his perspective showing the shape of the rounded tail car as it moved down the tracks out of Ponyville, and the light of the town fading, leading him only to follow the train's faint silhouette and bright rear-end light. The silhouette seemed to grow as he approached it, and his hope grew with it. But soon to his horror its growth stopped, and began to shrink, as his strength reached its limit. He couldn't run as fast as the speed of the scarlet train, as it fled into the darkness.

_"No… AJ!"_ thought Macintosh, and he continued to burn his legs intensely with the pounding of his hooves into the track bed, slowly but surely losing his chances of catching the vanishing train. He chased it for what seemed to be whole leagues, not even a glance given to see how far he had succeeded the limits of Ponyville or the illumination of its streetlights. The train seemed nothing but resolute as it continued to get further and further away and Macintosh's eyes went wide with the realization of the completion of its escape. It rode on, crossing onto a trestle. The stallion, seeing the change in the ground and the spaces between the ties forced himself to stop and stomped on his rear legs, which tripped against the stony ballast of the track bed. He careened forwards and tumbled as a tremendous pile of pony and momentum, rolling with a deplorable thudding noise, sliding to a stop on the tracks with his head resting on the hard and unfeeling rail, as the train thundered on. A faint whistle echoed into the morning, accompanying the unique sound of the train's chuffing in the growing distance. The fading rumbling resonated in his aggrieved jowls through the tracks. He lay there in a pathetic heap.

**_"AJ!" _**Macintoshhollered in desperation.

The only remnant of its existence was the quickly fading red rear-end lamp. The train had disappeared in its distance, and the night was once again silent.


	2. Our Mane Cast

Chapter 2: Our Mane Cast

Macintosh was winded. He sat for what seemed to be an hour, breathing heavily and unable to comprehend what had just happened. Only then did his injuries begin registering; he looked down at his yoke and saw it bore a very large crack in it from the bottom inwards -likely from the cart crash. He glanced at his hooves and saw that all of them had been roughed by the unreasonable sprint upon the jagged track bed, which also had awarded him a scraped knee that was bleeding slightly. Not to mention bruised and scratched all over from the tumble he had taken, stopping only feet before the gaps inbetween the railroad ties became perilous drops into the narrow gorge below. The pains paled in comparison to the turmoil of his emotions and concerns at the sights and feelings of only moments past.

_"What am Ah gonna do?"_ he thought, foal-like fears boiling up inside him. _"What if Ah never get Applejack? What about her friends- or the farm?" _He stood, and his constitution restored itself with the remembrance of his position, Applejack's Big Brother, and the Stallion of Sweet Apple Acres. With that, he sped off to return to Ponyville.

_"Ah'll find Twilight. She's a good friend of AJ, she's smart, she'll know what to do."_ thought Macintosh confidently. His sprint had indeed left him without breath, but he fought the moment's exhaustion by force of will every step of the way, until he found himself in front of the great tree of the Library. As urgent yet courteously he could be, he knocked hard on the door with his front hoof, banging just short of the strenuousness of a sledgehammer.

"Twilight! Twilight, wake up! Somethin' terrible's happ'ned!" he yelled upwards, hoping his voice would find its way into one of the windows. Only the wind seemed to hear him.

"Twilight!" he asked again, with a decreasing patience and equally increasing urgency. At a loss for whatever else to do, he elected to do the least gentlecoltly thing and break the door in, if it meant expediting the situation. He smashed it clean off its hinges easily with his hind legs, the library entrance being nothing compared to trees he had bucked before. Macintosh charged inside, running all the way up the stairs and finding Spike, chained together and trying to move around incapably, like a jagged purple ball.

"Spike?" he said with a surprised uneasiness.

"Big Macintosh!" exclaimed the little dragon.

"They took Twilight!"

"They took Applejack!" they said simultaneously. "You first." volunteered Macintosh.

"It happened so fast, they just grabbed her and ran away!"

"Did ye see what they look'd like? (Hold still.)" Macintosh was moving Spike around by the connective chains latched to the paws with his hooves, looking for something in the room on the shelves around Twilight's disrespected bed and Spike's unkempt basket.

"Not really, it was dark. They had hats and- hey, wha-?" Macintosh had extracted a diamond that was sitting near Spike's bed, and rested it upside down with its point upwards.

"Hey, that's my lucky diamond! What are you-"

He held Spike's chain over the stone's point and slammed down his front hoof upon it with all his might. The chain snapped like it was made of gingerbread with a sharp *clink!*, and the diamond had left an impression in the floor. Spike stood upright, his paws freed. Macintosh indifferently waved his hoof a couple times in the air at the shock the impact had created.

"Ah was out fetchin' the wood, y'know, mornin' work. An' Ah hear AJ call for help, so Ah ran out to her, and Ah saw these ponies and dog-things runnin' away with her all tied-up. They were wearin' black hats an' dark jackets."

"Yeah!" agreed Spike. "That's what they looked like when they took Twilight." He said, walking over to an out-of-place bowler hat lying on the floor. He examined it, looking inside, and reading the tag attached on the interior. "M.B.E."

"They took Applejack to a train an' ran off with her. Ah ran as fast as Ah could but couldn' catch'em." said Macintosh despondently.

"Wait- they took Applejack too?"

Macintosh shook his head in agreement solemnly.

"What if they took Rarity!" Spike sped off down the stairs in a panic.

"Don't worry Rarity! I'm coming!" yelped Spike. In a few strides, Macintosh caught up to him and lifted him onto his back.

"Where does Rarity live?" asked Macintosh as he cantered down and out of the destroyed door of the library, stopping in the town square in front of the tree.

"Carousel Boutique."

"Where'sat?" said Macintosh, beginning to regain his countenance.

Spike guided them down alleyway and corner in the faded ivory light of the lamps until they reached the well-appointed and heavily decorated cylindrical building of Rarity's enterprise. Spike jumped off Macintosh's back and ran to the door, banging loudly.

"Rarity! Rarity! Wake up, it's an emergency! Please be home!"

After a silent series of minutes with continued banging and implorement from Spike, a most quiet, groggy and annoyed voice came from within the shut door. Spike's excitement grew he heard it, his head against the door, listening intently.

"Hello? What do you mean by knocking on my door at this-"

"Stand back." warned Macintosh, losing his patience and not hearing Rarity from inside. He bucked and sent the whole door flying, narrowly missing a very amazed Rarity, wearing eye-covers over her forehead and slippers on her hooves. Macintosh started to run inside before stopping immediately, almost running into Rarity with the same obdurate disregard as the thrown door.

"What is the meaning of this?" she demanded indignantly.

"Twilight and Applejack have been kidnapped!" exclaimed Spike.

"We came t'see if you'r alright." explained Macintosh.

"Kidnapped?" said Rarity in astonishment.

"They escap'd on a train with Applejack, Ah couldn't catch'em." said Macintosh. At this, Rarity noticed how banged up the stallion looked; cuts and bruises all over, as if he had jumped through a threshing machine. "When Ah ran to the Library to ask Twilight what Ah should do, Ah found Spike all tied up."

"But why on earth would they kidnap Twilight and Applejack?" said Rarity, dumbfounded.

"I don't know, but we should tell the others what's happening." said Spike.

"That makes sense; see if they're alright too. Flutter-" without letting her finish the sentence, Big Macintosh leapt out the door in a strenuous gallop that surprised Spike and Rarity both, the red stallion disappeared into the distance in a puff of fading dust.

"…Alright then, if he can get Fluttershy, then Fluttershy can get Rainbow Dash. Come Spike, we need to find Pinkie Pie."

"Right with you, Rarity."

* * *

><p>His frantic running paid him well this time, Macintosh arrived at Fluttershy's verdant cottage in no time, and he immediately went to rap on the door.<p>

"Fluttershy! Fluttershy, wake up, somethin' awful's happened!" he knocked on the door some more, and was awarded with a light turning on in one of the windows. The stallion waited patiently until the door opened, yielding only the most timid crack. Her voice was a mix of hesitant unknowing, and a slight croak of sleepiness.

"Hello?"

"Fluttershy, it's Big Macintosh, Applejack's brother, open the door." he said, calming down in direct response to Fluttershy's soft query. The door was opened wider.

"Big Macintosh? What are you doing up so early?" she asked innocently.

"I'm always up this early." Fluttershy's demure quietness struck a certain fondness in Macintosh's head, and he considered elaborating in the moment, but he stopped himself from being distracted. "Hrgph- Applejack and Twilight've been kidnapped!" Fluttershy gasped in horror, covering her mouth with her hoof.

"We need to head inta'town so we can' figure out what t'do."

"Oh my! ..Alright..." she consented, fearfully.

"We're meetin' at Rarity's, can you get Rainbow Dash?"

"Okay, I will." she said, and with her imperative nature occluding her fear, she took to the sky towards Dash's house, which she presently arrived at, Macintosh following behind her on the ground. The billowing house still somehow bore a rainbow despite the night sky's lack of illumination.

Fluttershy was not one of the soundest minds to be tending to emergencies, but when it all came down to it, a focused mind was important for the well-being of her friends. She trotted on the cloud up to the door and entered straight inside immediately, conducting herself into Rainbow Dash's room without announcement. Thinking it most prudent and efficient, Fluttershy decided to scream to get Dash's attention, beckoning all her strength in a strong inhale, and letting forth

"**_Aaa_****ah!**" she whispered.

"Oh dear, I forgot she never thought I was good at this." Her mind scampered with ideas on what to do, quickly her imagination becoming exhausted. She decided to kick Rainbow Dash, resulting in only mildly nudging her in the ribs, which registered Dash to twitch her leg once and smile, with some kind of incomprehensible pleased muttering, the slumber entirely unaffected.

"_Rainbow Dash! Wake up, it's an'mergency!_" bellowed a stern and rough male voice some distance away, which still ended up being louder than Fluttershy. Rainbow Dash's ear flicked in response.

A brick gently sailed through one of the puffy cloud walls and back through the floor, surprising Fluttershy with its spectre-like movement as it passed through the space at the apex of a throw. Another brick flew through, just-so happening to pass close and slow enough for Fluttershy to reach out at pluck it from its trajectory. She stood there, holding the brick, not really knowing what to do. Another brick sailed by slowly, before Fluttershy started to seize up with worry. Without any other ideas, Fluttershy screwed her eyes shut and held the stone menacingly over the head of Rainbow Dash, holding onto it so long that she thought herself incapable of the action that she was about to commit, until another shout from Macintosh below surprised her.

"_Dash, it's the Wonderbolts!_"

She yelped and dropped her weapon, it only plummeting about a quarter of an inch onto the nose of Dash, where it rested with all of the poignancy of an uncannily heavy marshmallow. Dash's eyes opened to look up and she saw the curiosity perched upon her head, awoken by the obscure feeling one receives from something heavy and gritty being placed on their face. Her eyes slowly listed to the side to see Fluttershy's nervous stare gazing back. To say that Rainbow Dash was confused would be an understatement.

"…Fluttershy, what _are_ you doing?" the brick fell off as she turned her head, and it disappeared though the floor of Dash's bedroom, yielding a yell from below.

"_Wake up Rainbow Dash! We' got -**OW!#%!**_"

"Huh?" said Rainbow Dash, rising from her bed.

"Big Macintosh woke me up and said we have to meet at Rarity's. He said Applejack and Twilight were kidnapped!" blurted Fluttershy, elaborating on Macintosh's profound statement.

"What?" bawled Rainbow Dash. She grabbed Fluttershy by the hoof and darted out the door, to hover near in front of her house.

"Rainbow!" exclaimed Macintosh, far below them. Dash and Fluttershy looked down to see the stallion, kicking and walking in a small circle in a contrived dance to shirk some variety of pain in his hindquarters. "Hurry!"

They flew off towards the Boutique at breakneck speed. Macintosh, smarting from the oddness of a brick landing on his dock, ran off to follow the multi-coloured trail of the two pegasi flying into town. His legs complained at how hard they had been working in the past hour, as hard as they would typically work in a given whole day. The complaining he signed himself to letting his mind think about, rather than how much his everything hurt from minor injuries, most recently his rump as he ran.

Presently the three arrived at Rarity's Boutique, but finding no one there they sought to follow Rainbow Dash's rapid ability to conduct an aerial search for Spike and the fashionable mare. They found them knocking on the door for Sugarcube Corner, no answer registering as hard as Rarity would knock, which was not very hard.

"Oh bother it all, why won't she answer?" said Rarity, sounding very irritated. Fluttershy and Macintosh approached the stoop from behind her, Rainbow Dash hovering above them. Macintosh took a couple strides to stand at an equal heading to the door as Rarity, and knocked harshly three times, making the windows of the building shudder as he did so. Pinkie Pie immediately opened the door, her eyes bright with delight. Rarity secretly suspected that she had been playing one of her games, quietly hiding behind the door in the first place. That or just being Pinkie Pie in her inexplicable ability to ready herself from sleep to complete awareness in less time than it takes oneself to say the word "Party".

"Morning everypony, what's shakin'?"

"Pinkie Pie-" started Rarity, before being interrupted by the bouncy filly.

"Wait, I see Big Macintosh but no Applejack, and Spike but no Twilight. Are we playing a game? Is it hide-and-seek?" her rapid-fire happiness made it difficult to reply.

"Pinkie Pie," started Spike, before being stopped once again by the rambunctious pink pony.

"Wait, why aren't you smiling if this is a game? Early-morning games are supposed to be fun!"

"Pinkie Pie!-" retorted Rainbow Dash, but was cut off again by Pinkie.

"It's never a fun game if someone gets hurt, and Macintosh looks all scuffed up! Did you get in a rough-and-tough game?"

"Pinkie Pie." began Macintosh, his calm but solid demeanour commanding her heed. Pinkie immediately inducted his seriousness and spoke before he could continue.

"What happened to Applejack and Twilight? Were they kidnapped?"

For a brief moment, the succinct nature of Pinkie Pie's observance created an impasse of speaking, the other ponies and Spike just looking at her with an agreeing solemn nothing. Her ability to notice details seemed quite incongruent to her otherwise random nature. The moment ended with the night, the rays from the dawn peering over the edges of the far mountains, and a distant call of a rooster giving the change a voice as the sun began to be visible.

"They escaped with 'em on a train." said Macintosh, breaking the quiet. "I tried to chase 'em down but it was too fast." He gestured to indicate his less-than-clean condition. "Then it went over a bridge and Ah tripped."

"You should've called me! I could've stopped them." said Rainbow Dash, half-way inbetween proclaiming her ego and the other half being a serious sentiment of her abilities. Macintosh said nothing, knowing it would have been a toss-up to guess if it was smarter to take the time to get Rainbow Dash and have her stop the train, seeing as flying was faster than any ground transportation.

"Who were the kidnappers?" said Rarity, realizing they needed to have more logical reproach to the situation.

"I saw them a little when they took Twilight. I didn't get a good look. They were wearing little round hats and it was dark." said Spike, recalling the only momentary flurry of Twilight's abduction. He then recalled what had happened better thereafter. "Macintosh, you said there were ponies and "dog-things". What kind of dog-things?"

"_Dog_-things?" exclaimed Rarity, recalling her less-than enjoyable encounter in the past. "You mean like… _Diamond_ Dogs?"

"They had weird sorta snouts like Wynona's, but they'w're big with long arms and they was runnin' on their hind legs. There'was only a couple of 'em."

"Why would Diamond Dogs kidnap Applejack and Twilight?" pondered Fluttershy.

"It sort of made sense when they were after you, Rarity." said Spike, his memory in unified disgusted connotation with Rarity. "They wanted gemstones, so they were after your spell." Rarity opened her mouth to speak but was interrupted by Rainbow Dash.

"It doesn't matter _why_ they took them, we've gotta get 'em back!"

"How?" said Rarity, somewhat flabbergasted by Spike's comment, not understanding why Diamond Dogs would not still be after her for whatever reason.

"Did you see anyone around, Macintosh?" asked Rainbow.

"..Nope. Maybe there was somepony at the station though- th'train was stopped in town and then it jus' shot off. 'Even went past a signal, Ah saw it." He said, already turning in the direction of the part of the town were the station was.

They all travelled in a quick pace to the station which seemed quite abandoned. There weren't any apparent signs that a train had ever even been there. Fluttershy trotted closer to the station platform.

"Are you sure, Macintosh?" asked Rainbow, somehow doubtful.

"Eeyup." he said adamantly. "Look, see, the signal down the way is still set t'Stop." he pointed his hoof up to a signal tower whose sign arm was ascended to its flat position, alongside a vehemently bright red lamp, lit in stark contrast to the violet sky.

"A train _was_ here, look." said Fluttershy. She had noticed some snails crawling over the rail ties near the platform, which seemed contented with large moist patches- water releases caused by a recently stopped or departed locomotive.

Pinkie Pie bounded up to the station, curious about the building. She knocked a couple times on the door.

"G-g-g-Go away! I've got a wrench here, a-an' I-I'm not afraid to use it!" barked a voice from inside.

"What's wrong?" asked Pinkie Pie happily, oblivious to the threat of the voice inside.

"…Is he gone? Who's there?" said the voice, the edge of his fear being quite dulled.

"There was a train here earlier, they kidnapped our friends." said Dash, walking onto the platform. "What happened, where'd it go?"

The door swung open and presented a quite dishevelled looking brown stallion of a similar stature to Macintosh.

"Kidnappin' 'Twha that makes all sense. I got a call yesterday from.. I don't rightly know who, but anyways, they said they wanted to make a special freight stop here at 3:30, so I wrote 'em in. When they arrived, this big fella' stepped out and just waited on the platform for a spell. I didn't get to check the time of how long he stood there, and then after a little while I asked him when he was leavin'. When I did, he pulled out a knife an' pushed me through that there door, and I fell over an' hit mah head. I jus' lay there a while until I gathered enough wits to stan' up and defend myself, but when I looked out the train was gone. I've been sittin' here since, too scared to come out."

"Did th'train look red, kinda long an' swoopy?" asked Macintosh, trying to corroborate thoughts.

"Yeah, it was red, pretty long for a loco- I ain't seen one like it before… swoopy? Yeahnn…- oh you mean streamlined, yeah. 'Looked sort of spiffy."

"Where did it go?" said Rainbow Dash.

"The 'table said it was headed for… Fillydelphia I think, but that city ain't a mainline terminus so it might be headed farther, I don't rightly know."

"Can we catch them?" asked Rarity.

"'Prolly not but you can get an' express there later this mornin'. 'The National' should be on-time for seven o'clock; it'll take you right there in no time."

"Thank you ever so much for your assistance." said Rarity.

"We'll need some tickets for that express." said Dash to the assembly of characters and the engineer.

"And some gear t'go with us. We don't know where we'll be headed after we get there." said Macintosh.

"Split and meet back here in an hour, grab everything you'll need." said Rainbow Dash, and she sped off back to her house. A thought at the back of the mind of Macintosh suddenly occurred, recalling conversations he'd had with Applejack in the past, and he spoke to Rarity.

"Not really everythin', just… essentials."

"I know how to pack for a trip, Macintosh." said Rarity daintily, and she started off towards her house, Pinkie Pie and Fluttershy doing the same. Macintosh and Spike stood for a moment as all the mares departed.

"That's what I'm afraid of." sarcastically quipped Spike.

Macintosh looked down at the baby dragon, and he looked back up. The stallion felt inclined to make a question, but Spike spoke up before he asked.

"Don't worry, I'll be able to look after myself. Just go grab your own stuff, Macintosh. We'll get them back, don't worry. Twilight and Applejack can look after themselves." he said, walking away.

_"That's what **I'm **afraid of."_ Macintosh whispered in his mind.

* * *

><p>Rainbow Dash whizzed around her home, finding things she'd need for such a trip, not even knowing where they'd head once they reached Fillydelphia. A sleeping bag, jacket, a package of granola and some dried fruit and a few other things rendered her ready. But in her mind she was quite aggravated- in that very moment, two of her friends were getting farther and farther away and she wasn't chasing them. Worst of all, the only information that would allow her to give chase meant she had to be <em>waiting<em> for _hours_. The very thought was almost torturous. She snorted in frustration as she looked at her assembled saddle-pack. To try and alleviate her botheration she lay down on her bed, hoping to get a quick nap to pass the time, but found she was unable to anything but toss and turn in consternation.

Rainbow sighed and resigned herself to the sleepless comfort of her bed, mind deprived of the solace by her unease for her friends.

Spike undertook the endeavour of packing with a very mixed mind. Every step of the way he found himself stopping and asking himself _"Is this what Twilight would've packed?"_ His efforts were compounded by how few of Twilight's things were made to be portable for a baby dragon such as himself. He decided not to use Twilight's pack and instead used a handy book back to carry with him the smashed chain that used to be his handcuffs, as well as some grainy quartz for snacking, in addition to some of his beddings. He bounded out the door after having spent a great deal of time almost arguing with himself on what was needed, and often getting distracted by wanting to look for Twilight's various different situational packing checklists.

"Angel? Oh dear, something terrible has happened. Twilight and Applejack have been kidnapped." said Fluttershy as she entered her home and justified her sudden departure earlier. The white rabbit went from impatience to surprise instantly. "I have to go with my friends to get them back, so I'll have to do some packing. Don't worry; I'll get someone from town to look after you, alright?" Angel nodded, his face disquieted despite the pegasus's quiet disposition. "Don't worry, everything will be all right, you'll see. Now, can you help me find some things for travelling?" In varying levels of efficiency Fluttershy and Angel packed all she would need in her own saddle-pack and she set off to return to Ponyville.

* * *

><p>In the square near the station, Macintosh was sitting at a café, staring off into space, his mind deeply entangled with possibilities and outcomes that he was fighting to control with reason and rationality, but all that came out was simply a motionless stallion.<p>

"Morning, sir."

His thoughts were interrupted by a friendly face of a cream-colored stallion with a blue mane who was wearing a simple fashionable vest. "Are you waiting for us to open?" the stallion gestured to the building and Macintosh realized he was sitting in front of.

"Uh… … nope." said Macintosh, trying to remain polite.

"That's alright. Can I get you anything?"

"Tea'd be fine. Somethin' strong, please."

"Right away, sir."

The red stallion wasn't alone with his thoughts long before the friendly fellow of the café came back out with a wide cup brimming with a very dark looking liquid in it, steaming into the bright morning air.

"There you ar-"

Unconsciously, Macintosh downed the entire cup in one gulp as he stared forwards. The heat might have burned the tongue of a lesser pony but he had been quaffing his morning beverages in that manner for so long that it was an ingrained habit to which he had conditioned himself to. The café pony looked somewhat stunned at the action, and stood in an awkward silence looking at Macintosh. Macintosh realized what he had done, uttering only,

"Oh uh.."

"…I'll just leave the kettle." said the café pony, taking the gesture as one of great thirst.

Spike was the first to reconvene to the station, and he noticed Macintosh at the café, since there was nopony else around except for a small hoofful of other early risers preparing their shops and such.

The café pony noticed Spike's arriving and brought another cup with the kettle, placing both on the table, and returning inside. Spike slid his shoulder-mounted bag slid under the stool and sat down. He poured himself some of the tea.

"It's spiced orange-clove." informed Macintosh, not changing his look but being more aware of his surroundings. Spike took a long sip from the large mug.

"How're ye holdin' up?" said the stallion in a brotherly manner, still looking straight off into space.

"I don't know." said Spike, unable to gauge his own emotions. "Twilight's gone on adventures before, and I trust her to come home every time. But this is the first time she's been _taken_ from me."

"I know how that feels." said Macintosh.

"I don't know if I can deal with it, Big Mac. How do you?"

"You trust her; ye believe she can deal with it?" Spike thought back on all of the times where he invested his all into the ability and consideration of his good friend Twilight. Twilight was as close as a sister could be, perhaps in some shape or form a mother. His dependence on her ran deep, he realized. And that realization he also noticed, was something he didn't think about very much. It was possible Spike trusted Twilight so much that he took it for granted.

"…Yeah."

"Well then, believe in yerself."

The acute nature of Macintosh's tiny speech felt odd to Spike. It was as obvious as it was short: take the trust which he had placed in Twilight, and apply it to what he honestly knew that he could do. Why he had never thought of it before struck him as odd. Odder still, he thought, was Macintosh's speech. Most other ponies seemed so content or intent to be long winded, but Big Macintosh, with his present aloof air staring forwards held a strange variety of concise wisdom. Spike smiled at the epiphany.

"How come you don't talk all that much, Macintosh?"

"'_Tis better t'be thought a foal than t'open your mouth an' remove all doubt._" quoted Macintosh. Spike had to think about it a tiny moment before he completely understood it, and when he did, it was an interesting metalogic of how self-proving Macintosh's simple intelligence was, and how difficult to counter.

"Who said that?" said Spike, wanting to continue the conversation.

"Haven' the faintest." replied Macintosh. With that, the stallion's troubled mind was dislodged to the present and he poured himself another cup of tea. Pinkie Pie bounded up, her pack filled with all sorts of whatevers that were in all likelihood as enigmatic as her brain.

"Morning Macky! Morning Spike!" exclaimed Pinkie Pie. At the impenetrable surface level, she seemed to be perfectly excited to be readying to undertake an adventure, with no thought given to if they would succeed in finding their friends or not.

"Morning Pinkie Pie." said Spike, taking another sip from his mug. She pulled out some chocolate danishes from her bag and placed them on a plate.

"How'sabout some breakfast, guys?" Spike realized he hadn't at all eaten that morning, but it was still early for his normal breakfast time. "If we're gonna be finding our friends, no better way to start than with a full stomach!"

"Thanks, Pinkie." said Spike. He hungrily grabbed one and began gobbling it in largish bites.

Fluttershy and Rainbow Dash both arrived at around the same time, both pulling up their own stools and taking part in Pinkie Pie's ad-hoc breakfast.

"So what will we do when we get to Fillydelphia?" asked Spike, starting on another danish.

"If we weren't after Twilight and Applejack, I'd want to go to the _Aerodrome_." said Rainbow Dash. "Fillydelphia has one of the biggest and best airfields in all of Equestria, and it'd be great to get some flying in there. Sometimes the Wonderbolts practice there, you know." The café pony came out with five more mugs.

"Will you need a menu? Or are you going to have breakfast?" Macintosh nodded, thinking he was still speaking for himself. "There is a special on cream-of-wheat this morning. It comes with milk and syrup." the café pony continued.

"That sounds good." said Fluttershy, agreeing with Macintosh's motion.

"Alright, I'll be right back." said the café gentlecolt, placing a menu on the table beside the kettle.

"Ah think we should ask th'engineers at the Fillydelphia station if they saw th'train, an' we'll go from there." said Macintosh.

"What did it look like then?" said Spike. Macintosh recalled what he had thought to himself shortly after he got up that same morning how he wanted to see a train up close.

"It didn' look like a normal sorta train, it was made all smooth-like. With one long curve from th'top to th'front." he illustrated the shape with his hoof in the air. "All the cars behind it had a red stripe on 'em, same color as the engine, and the last car was sorta shaped like th'front. When Ah was runnin' after it, it got dark away from the town so Ah stopped bein' able to see it well. Ah only could see it when Ah turned th'corner and what Ah could see by the station, so Ah only got a glance before it pulled away."

"We'll recognize it when we get there." said Rainbow Dash. Her anxious demeanour was levelling off with the prospect of food. A thud made her whip around to see Rarity placing her pack upright near an empty stool and join the group. Although her saddle-pack was the same size as the rest of theirs, it was obvious that it was much heavier.

"Rarity, I thought I said pack light." said Dash.

"You said nothing of the sort."

"_I_ said _essentials_." Macintosh restated.

"These _are_ essentials. I had to do a lot of figuring out what were only the most necessary things to bring along… Speaking of necessities, Macintosh, where are your things?" said Rarity, looking at her pack and then at Macintosh's lack thereof. Macintosh looked behind himself and then stood up, showing a very small bag slung behind his collar, not much smaller than Spike's head.

"That's all? What are you bringing?" questioned Rarity.

"Some water, some oats, a blanket and mah hat if it starts to rain hard."

"That's all?" she responded as if slighted, like his lack of preparedness was a form of minor insult. "You're not even going to bring a poncho or a pillow?"

"With awll due respect Rarity, Ah'm not th'pony I'm worrin' about." said Macintosh coolly. They looked at each other in a slightly awkward silence. A minor tension arose from what sort of seemed like an incompatibility of the assembly. Although they had their complimentary respects, Big Macintosh and Spike felt a twinge of fear for if they would be able to work with the other mares to the ends of saving their friends. The café pony returned with a large pot brimming with white stuff and a spoon, and several bowls.

Upon it being placed down, Macintosh served out five bowls of hearty portions. Fluttershy raised an eye at how large her bowlful was, but continued into it knowing that in all likelihood she'd be needing all her strength anyways, either in heart or will.

Once all the others had been served, Macintosh poured as much as his bowl would allow for his own serving, and began to drink it as if it was an oversize mug. Rarity was first to notice how impolite it was of Macintosh to eat this way, and slowly but surely the other ponies and Spike stopped, just watching Macintosh seem to swallow half the pot's worth of the creamed cereal. He stopped and placed the bowl down and sort of held still, looking at the other mares staring at his unusual action. Rainbow Dash's gaze broke with a small snigger. A smile was creeping onto the face of Rarity, and Pinkie Pie.. well, Pinkie Pie's expression hadn't much changed all the while.

They all sat still for an instant.

"…What?"

All at once, the others burst out laughing melodiously at Big Macintosh and his soupy white granulated moustache. Rainbow Dash and Spike both collapsed onto the ground with mirth, as Fluttershy passed Macintosh a napkin. He blushed, well-hidden by his crimson coat, and wiped off the remainder of the meal from his mouth. It was funny to be sure, and whatever embarrassment he should have felt, didn't appear, him soon appreciating the humour. The tension of their awkwardness melted away with the bout of happiness, and perhaps there was hope for their adventure after all.

* * *

><p>The smoothest sliding of the train over the rails made the interior feel as if it were perfectly stationary. Applejack awoke dreary-eyed and with a throbbing pain on the top of her head, which made her urgently realize how her hat was missing. She looked around and found herself inside a furbished rail car, lying on a carpet. Not all that far away she saw Twilight, apparently sleeping and with her legs in an odd configuration, evidently not having positioned herself thus. Suddenly the urgency came to her head as to where they were and why- the kidnappers!<p>

"Twilight!" she exclaimed, trotting over to her friend. She nudged her in the neck, trying to receive some kind of indication that she was still present. Twilight moaned with a tinge of agony before her eyes opened.

"..Applejack?" she said, with very little consciousness.

"Twi, wake up! We've been kidnapped!"

Applejack's imperative started registering with Twilight and her eyes opened wide before she stood up, slightly uneasy and with a dull pain as well as discomfort in her legs.

"Where are we?" she said at last, as she started to look around.

"On de _Elements Express_, my dearz." said a very distinct voice from behind them. They turned and saw a unicorn zebra wearing a quite dark jacket, standing in the doorway of the passenger car they were in. Applejack instinctively bent forwards in preparation to charge, the source of her confusion and anger suddenly have a voice and therefore a target.

"No need for dat, Miss Applejack." said the zebra, his words ushering two unicorns to stand beside him, and a diamond dog behind them. "My name is Zoroko, I work a gentledog thief named Misder Montclair. He is in need of your magic for de finding of a special artefacdt."

"Why would he want us?" asked Twilight.

"He seeks a very old jewel which is held in a secret location. Very few ponies know how to gedt it, which is why he is in need of two of de represendative Elements of Harmony to find it."

"Why?"

"Montclair is a gentdledog thief; a collector of rare idems. He also wants to be de most infamous criminal mind in all of Equesdria, ahnd believes daht stealing dis specific jewel will be de highest poindt of his career."

"Why should _we_ help _you_?" said Applejack, quite annoyed by Zoroko's presence. "Just as well that we might just try an' escape."

"If you can escape (which I would be very surprised of), you will not be able to prove anydting I just told you, ahnd Montclair will simply explore different ways of getding de Gem. Oderwise, you are his prisoners, ahnd you will eider help uz find de jewel, or stay in his possession. If you help uz find de jewel, he will have you returned home."

"What's so special about this jewel?" asked Twilight, starting to weigh their options.

"I cannot say, Miss Twilight. Misder Montclair was very specific daht he wanted to explain daht to you ahnd Miss Applejack personally. Do you have any other questiuns?"

Twilight and Applejack looked at each other uneasily.

"How far is this '_Montclair_'?" asked Twilight. Applejack continued to look around the space, taking stock of how it was rather well adorned for a simple passenger car with most of the seats removed.

"Montclair Mansion is quidte far from Ponyville. We shall be in transit until tomorrow morning, ahnd I will not be detailing where or when we will be making stops, if you are so curious."

"Why are ye kidnappin' us with this fancy train?" asked Applejack, her presumption of what a kidnapping would look like being quite far from what she was experiencing, as she looked closer at one of the windows.

"As I said, Montclair is a _gentledog_ thief. It would not be in his interests to be brudtal, although if you'd prefer to be put in a box in de baggage car, we'd be able to oblige, Miss Applejack." said Zoroko. Applejack frowned at the combined reception of information, hearing him and noticing that the glass was frosted and anything that she could see was too murky to make out any details.

"Gentle_dog_?" said Twilight, raising an eyebrow.

"My dear ponies, 'thank you for your cooperation." finished the zebra, avoiding the query. "Meals will be served in due time, and I truzt you shall remain comfordtable. Have a pleasandt day." Going with the two other unicorns and the diamond dog, they excited through the door, which locked with a *clatch*. Applejack frowned. She looked over and Twilight seemed to be lost in concentration with her eyes closed. "Twilight?"

Twilight looked like she was having a headache. She stood in the sort of repose that she would do if she were casting a powerful spell, but nothing was happening. Then Applejack noticed,

"Twi, ye've got something on your horn." she observed, worriedly.

Twilight gasped, opening her eyes and relaxing from her intense mental effort.

"I can't use my magic!"

"Ye've got somethin' on your horn, Twilight." repeated Applejack. Twilight made some kind of surprised noise, trying to look up but failing. She continued bending her neck back and trying to see the fixture of her head, craning up in frustration before stopping.

"It looks sort of like a little necklace, but it's wrapped around." Twilight stopped moving and let Applejack get a better look. "It's got a little cap bit that's on the tip."

"What color is it?" said Twilight, sounding almost mournful.

"Silver."

"Oh no…" said Twilight, dropping to the floor, looking at her friend. Applejack raised an eyebrow at Twilight's reaction. "It's a Disenchantment Chain. I can't use my magic as long as it's on, and it can only be removed by somepony else's magic." explained Twilight morosely. Applejack considered the detail and sat down beside her.

"We'll get out of here, just sit tight."

"You can't just smash a hole in the wall, Applejack. If you do, then we jump out onto the ground while moving at high speed, and we don't even know where we are or where we're going or how far we are from our friends." said a very defeated sounding Twilight. Applejack was quick with a rebuttal.

"Don't worry, Twilight. Our friends'll find us."

The train sped on flying into the morning sun and distancing itself from all, pluming only its red blur in and out of view, and a column of steam that quickly dissipated.

Zoroko walked through the connectors between the cars until he entered into a well-appointed sleeper. Sitting on a chair and reading a newspaper was the dark figure, now well seen in the light shining through the windows.

"Dey've been informed, now all dere is left is for us to arrive."

"How long until we reach the juncture?"

"I believe it is going to be another hour or so. I can ask de conductor."

"Get them to stoke the engine a bit more or whatever, get us going faster." said the figure, sounding slightly agitated.

"I'll see what he can do. Somedting de matter bozz?"

"Not really. 'Just had the funny feeling like we're being followed."

"Bozz," chortled the zebra. "we're on de fastest train in the coundtry going to a secret location with all of our bazes covered." he resonated. "What de Bozz don't know can't hurt 'im."

The dark figure suddenly had a silent, subliminal loathing of his words being returned.


	3. A Barrel's Pints & Papers

Chapter 3: A Barrel's Pints & Papers

The sun beamed into the sky on a crisp sort of day with some clouds that were the only obstruction from an otherwise beautiful autumn morning. The train steamed over river and past tree, its handsome blue and green stripes having a charming fit to its surroundings, soon passing a speed limit signage that warranted the attention of its driver. As soon as the board was passed, the locomotive whistled twice, a festive chord resonating through the valley as it rounded the bend that overlooked the city.

Rainbow Dash jerked awake from the whistle's loudness. Rarity, Fluttershy and Spike were conversing amongst themselves at the table in-between their bench-like chairs, Pinkie Pie seemed to enjoy herself far too much playing with the spigot of a water dispenser near the front of the car and Macintosh was sitting quietly offside of the talking three, chewing a stem of timothy wheat. A voice pinged thorough out the car, awaking some of the other commuters in other seats.

"Good morning passengers, this is the Conductor speaking. We will be arriving in Fillydelphia Downtown Station in a few minutes. If you are departing here, please gather your belongings and check the areas around your seats to make sure you haven't forgotten anything. If you need assistance with your luggage, please call for a Porter. Have a pleasant day and thank you for choosing _The National_."

_"Shake a leg..."_ thought Rarity. She stood and reached for her pack in the carry space above the seat, Fluttershy doing similar and grabbing her bag easily. _"Confound it."_ Rarity said to herself, finding it difficult to move the stubborn weighty pack at the height it was. Macintosh said nothing, seeing her struggle so. He stood and pulled Rarity's pack out with ease, holding one strap carefully in his teeth.

"Thank you, Big Macintosh."

"D'ye shtill want t'carry it yershelf? Itsh pre'y heavfy." offered Macintosh. He looked slightly uncomfortable, since pony's strength was not most well demonstrated in picking things up with the mouth.

"It's quite alright, Big Macintosh, I can manage. Thank you anyways." replied Rarity.

"Alright." he said, and relinquished the pack back to Rarity's possession.

_"Oomph!"_ thought Rarity as she received the pack on her back. Her mind questioned if the decline of Macintosh's generosity was prudent, and considered she would take him up on the offer next time he made it. Perhaps he was only trying to be retributional for his table manners at breakfast. "Pinkie Pie, get your things, we're getting off here."

"Okie dokie lokie!" said Pinkie Pie, hopping merrily to her seat and grabbing her own bags. Rainbow Dash rose, having somehow managed to fall asleep on the train without having taken her pack off.

The train came to an agonizingly slow crawl as it cautiously approached the ideal position to stop at the platform. Dash frowned at seeing the ground move so slowly just outside the window. As if it were some kind of beast calling out, all the brakes locked at once with a brief screech and made the train shudder as it stopped completely. A porter pony wearing a navy-blue cap slid the door open and stepped out, and leading the way for passengers as they disembarked.

Rarity, Fluttershy, Rainbow Dash, Pinkie Pie, Spike and Macintosh all exited as one group, clustering around the stallion for him being a large landmark. Ponies and beings crossed this way and that making the platform seem like a mess and vibrant tussle of busyness.

"Now we need to find that train..." said Rainbow Dash.

"Find a Conductor or somethin'." replied Macintosh. Dash flew up above the hustle and bustle, and spotted a friendly looking oldish stallion with a green coat and a hat that looked like a fancier version of the one the porters were wearing, that bore in shiny letters "Station-Master".

"C'mon." gestured Dash, and they followed her flight. She dropped down in front of him as Macintosh nudged his way through the crowd and the other mares followed behind.

"Good Morning." he said in a good-natured throaty voice. "Is there something I can help you with?"

"We're lookin' for a train that came by here a few hours ago." indicated Dash.

"Do you have its time block and register?" he said, starting to become focused, pulling out a clipboard.

"It was some sort of special, and it looked red." said Rarity. The stallion looked down at his paperwork and flipped through a few pages, looking rather consternated as he glanced upwards, then returning his eyes to the papers.

"Hmmm… probably a Private operator since red isn't in the RER standard livery… I don't have anything I can see here right this moment… what time was it?"

"It was'n Ponyville 'round three-thirty." said Macintosh. The stallion instantly flipped to one specific page and started moving his hoof down the list.

"…"E. Special". 6:45, 10-minute water stop is all I have," he interrupted himself with a loud yell in another direction before he continued speaking. "**PORTER!** -I might be able to get you some more information, if that's not enough."

"We would be most grateful." thanked Rarity. A pinkish pegasus flew up and greeted the stallion.

"Sir?"

"Check with the Dispatcher for these fillies and gentlecolt?" he said, indicating the clipboard. "This one, the Special- slot 355 at 6:45."

"Yessir, right away. Excuse me, ma'ams." said the pegasus, flying away to a large box-like building that overlooked the several platforms of the large station.

"Is that all then?" said the Station Master.

"Thank you for your help." said Rarity, nodding graciously.

"My pleasure, Miss. If you'll excuse me," and the stallion moved off into the crowd. With all the bodies moving in and around, the group somewhat found comfort in standing near Macintosh, but he was beginning to feel nervous and quite uneasy with all of the pressing and noise. He chewed the wheat a little faster. Presently the pegasus porter returned with a clipboard of her own and began speedily reciting it.

"Number 355 E. Special. 6:45 arrival, 7:25 departure. No cargo or passengers departed. Water-stop, brake inspection (approved, see attached form F2), route split."

"What's that mean?" asked Rainbow Dash.

"Split' means they had shunters take the train apart, so it becomes a different registry. They might have taken the whole train off and sent it to the Classification Yard," she pointed to rows and rows of railroad cars on a large open space that sat underneath the large bridge that extended outwards from the station. "Or just a few wagons and then departed again with a smaller train. Either way I don't think we can track it. It'll be a bit of trouble to root through the schedule for this morning and find it, especially since it's still rush hour now."

"Does it 'nclude a description?" Macintosh wanted to make absolutely sure they were talking about the right train.

"Says here it was a Cornwall-Cortland J6 in a custom red livery." Their attention was piqued at the paint detail. "Don't see that many J6s these days. They're rare expensive streamliners. Most don't operate on regular service- mostly for expresses and coach lines, I've only seen them in the newspaper. 'Think the Royal Train has one or somethin' but that one would be white and gold."

"Does it say who runs or owns it?" said Dash.

".. "MBE" owns the "E. Special". …Actually I think I know who that is."

"You do?" replied Dash and Spike simultaneously.

"MBE is a company in town; they run a parlour near my house in Westlebrook called 'The Brisky Barrel'. It's a nice place, they make good ice cream."

"Thank you so much." said Fluttershy.

"Welcome!" she said merrily. A relatively distant yelp of "Porter!" in a different direction drew her attention she and flew away over the platform's bustle. Macintosh waded through the crowd until he reached the edge of the station's balcony that overlooked the Yard, peering out at it.

"Recognize any of them?" asked Rarity. Macintosh's eyes strained for details, and then locked on to one corner of the yard.

"There! Those dark ones, near that stony wall." he pointed to a trio of passenger coaches that resided alone on a section of track near a large orange crane. The tell-tale scarlet stripe could still be seen from the angle they stood at. Rainbow Dash sped off towards them and hovered nearby for a little while, looking in all of the windows and making several circles around them before flying back.

"Nopony's inside, they're just empty seats. They must be the 'split' that guy mentioned."

"Well then I guess we're off to this parlour the Porter mentioned. It's our best lead." advised Rarity.

"Good, the sooner the better!" said a voice below them. Macintosh looked down and saw that the entire time, Spike had been attentive and putting a lot of effort into trying to remain directly underneath him to avoid being stepped on by the crowds. Pinkie Pie giggled at his plight, as well as Macintosh having his head between his legs.

"Ah agree. Ah don't fare well in crowds." said Macintosh, looking back up. Still, they followed him out of the station through its large glass doors and into the city.

The sights and sounds of Fillydephia evoked a variety of emotions in the group. To Spike and Rarity, the city seemed like a mix of the small town quaintness of Ponyville plus a smattering of the expensive and historical status of Canterlot. To Rainbow Dash it looked big, grand and exciting like cities should look, as opposed to quiet little sleepy villages. Fluttershy and Macintosh silently both thought it all just appeared noisy and moving around too fast, crowds on every corner and carriages in every street. The city itself was a moderate mix of the fancy complex of the capital city, an average sort of community like their hometown, and growing successes in its population that made it slowly but surely resemble a miniature Manehattan, with a few tall buildings and larger businesses.

Although there was some kind of unspoken suggestion that Macintosh would be the one to be leading since his ability to cut through a crowd was greater than average, the first thing he did was subconsciously steer them away from the mid-morning bustling of the downtown core. On a quieter street they slowed and stopped, and Rainbow Dash had the guff to ask.

"Macintosh, do you actually know where we're going?"

"NO." he said with an unusual stress. Dash and Rarity were taken aback at his reaction. "..Ah'm sorry. Ah'm not used to the big city. All those folks were gettin' to me…" he explained, conflicted between an apology and meekness.

"It's alright, Macintosh. I don't like crowds much either." said Fluttershy appreciatively.

"Well we still need to find a way to get to the parlour that the Porter mentioned." said Rarity. "We should ask for directions, I've never been to Fillydelphia before."

Somehow for the whole conversation, a repeating squeaking noise had gone past their notice until the moment when Spike looked up to see Pinkie Pie jumping on top of a wooden frame that held a map of the city.

"Or use a map!" he said, and jogged over. "Thanks Pinkie."

"What for?" said she. "I was just practicing my prancing!"

They all studied the map and verified an effective route up to the part of the town called Westlebrook. They arrived after a few minutes, taking in the area. It was a calm sort of portion of the city with fancier houses and well-to-do shoppes resting on a hill that sat near the edge of the valley. Cheery cherry-coloured streetcars were pulled up and down the hill, which nicely complimented the similarly painted lamp posts, each bearing baskets of flowers.

Rarity admired the city beautification, and noted to herself that she should return some day, if only to get some inspiration from the obviously well-endowed parks policy. In all likelihood it was afforded either by having talented gardeners frequent the area, or repatriation from Canterlot ever since the parasprites the year before. Either way, she was enjoying it thoroughly.

On a street with a sharp drop on one side prevented by a hedged guardrail, they found their way to the suggested parlour. It was a rustic looking building that had three different paint schemes adorning its fixtures, one for each of the three businesses that occupied the building. The middle of them had a sign on a striped gold painted awning that read,

"The Brisky Barrel

_Fine Confectionary & Juice Parlour_

MBE"

"Now that we're here, maybe we should figure out what we actually want to know." said Rainbow Dash, realizing how few questions they had in regards to how much they knew.

"Well one thing we want to know for certain is if this "MBE" is actually responsible for the kidnapping." replied Rarity.

"And what or who "MBE" is." said Spike.

All six stood in silence for a moment, pondering. Rainbow Dash piped up first,

"Me and Pinkie Pie'll do some snooping around, see what we can find. Rarity, you should see if you can find out anything by talking to someponies inside."

"What about us?

"Spike, you and Macintosh should- uh…" Rainbow suddenly was exhausted for ideas.

"Try to look inconspicuous." finished Rarity. The small dragon looked up at the large red draft pony, who returned the look of curiosity at the strange command. However neither of them could think of anything better, so they elected to go with Rarity's idea and followed inside with a mutual shrug of indifference.

Inside the Brisky Barrel was a very cozy sort of room with humbly figured carved wooden chairs and tables, a series of small bronze-looking light fixtures and a well-polished counter with fixed stools in front of it. There were a few ponies enjoying lunch or other such patronage, declared by a warm sort of atmosphere and the occasional laugh.

"Somehow… I got a bad feeling about this place." said Rainbow, eying the scene.

"Looks mighty nice t'me." said Macintosh.

"I don't see what you mean, Rainbow Dash. It seems perfectly quaint for a little parlour." observed Rarity. "Alright Dash, Pinkie Pie; go look for anything you can find about 'MBE'. Big Macintosh, are you fine there?" she queried. The crimson stallion looked relatively content at standing, leaning near the doorway.

"Eeyup."

"Fluttershy, let's see what we can find."

"Okay." replied Fluttershy softly.

Pinkie followed Dash as they walked to the far end of the room, and turned into a swinger door that was rendered less visible by a nearby potted plant. Rarity and Fluttershy sat down at the counter, and presently a greenish unicorn walked up on the other side. His face bore an eyebrows-furrowed and sneer-like shape, but it was one out of natural formation and it expressed an honest sort of kind joviality. He raised an eyebrow when his eyes met Rarity's.

"Good day," his voice was polite and just as friendly as his face, but had a nasal inflection. "Welcome to the Brisky Barrel… You know, I make a point of trying to know at least the names of everypony that every pony should know, and, nmph!" he made a humoured and frustrated motion with his hoof indicating Rarity, then Fluttershy. "I recognize you two, but I can't remember the names- now don't tell me, I'll get it. It's on the tip of my tongue and front of my mind." The barista seemed just as delighted as he was jokingly annoyed at the notion, as if it were a thing that plagued him frequently.

"What can I get you?" he finished. Rarity quickly looked up at the menu behind him.

"Oh ah, I'll have an iced chocolate shake." said Rarity, most flattered and enjoying the greeting. The stallion smiled warmly through his fixed sneer, and turned to Fluttershy.

"I'll have the same, but strawberry." she said meekly.

He held up his hoof, sort of pointing and with an open mouth wanting to say something, but stopped and walked off to take the order, beaming a wide grin. It was obvious Rarity's identity was going to be both his bliss and his bother all afternoon until he figured it out. Rarity leaned closer to Fluttershy.

"He seems like the sort of fellow that might be able to get us the info we need." said Rarity, quieted slightly so as not to be overheard. Fluttershy nodded. Rarity issued continuance, "Act charming."

"Huh?"

* * *

><p>Behind the slightly darker door into a hall, Rainbow Dash slipped quietly, followed by Pinkie Pie imitating her motions. They started down the hall, stopping with a beckon from a doorway on the side of them.<p>

"Are you lost?" said a white unicorn in some kind of office.

"Uh, we're looking for the little fillies' room." said Dash. The mare pointed in the opposite direction down the hall that they were travelling.

"It's on the right." said she.

"Thanks." With that, Dash and Pinkie Pie turned around and headed down the hall again, stopping when they saw three doors, two on their right and one on their left. The ones on their right had their proper signage, but the one on the left was unmarked, with a deadbolt, and slightly ajar. Taking a cursory glance up and down the hall, Rainbow Dash pushed the door in slightly and ventured in, yielding a dark unlit stairs that went down to a lower floor. Rainbow went down the steps in cautious feeling, not being able to see well. Pinkie Pie continued to mimic her movements. At the bottom of the stairs the space opened up into a small furnished basement. It had a largish furnace and water heater, some filing cabinets and a simple but large wooden desk, surrounded by several chairs and a faded green bankers lamp that illuminated the space. On the desk were various papers and a folder with a cut-diamond shaped copper paper-weight resting on top. Dash and Pinkie both gazed at the papers, reading silently what they all described.

There were some kind of magical research documents (much of which they didn't understand), some mechanical instructions for window fixtures and maintenance, and then ones of great attention were spotted. A glossy photograph of Applejack and Big Macintosh from their last harvest season, and Applejack's head was circled with a black marker, and beside that some papers about the Apple family, with a few details highlighted. Underneath that was a folder of largely blank documents with a squarish paper that bore a pencil illustration of Twilight Sparkle from front and profile. Dash picked it up, the notice burning deep.

"Pinkie Pie, are you seeing this?"

"It's Twilight!"

Dash passed the illustration to Pinkie Pie and shifted another few of the papers. Although unlikely, a thought passed through her mind. Maybe finding the pictures was just a coincidence and whoever had this assembly of data was just… an obscure… …_fan_. Of Applejack and Twilight both. She stopped and deciding she'd seen all she needed to, upon finding a stationary that removed all her doubts. The title alone was a clear indication above all else, in conjunction with its date that read only two days before.

"**ROYAL EQUESTRIA RAIL CO. LTD.**

**SCHEDULE & DISPATCH FORM D5**

For Registration of Private traffic, Specials, etc.

Ponyville, Whitetail Wood, Everfree North/South"

"We've found the kidnappers alright." declared Dash.

* * *

><p>Out of the kitchen door the barista was returning, using magic to hold two tall glasses aloft, and his smile seemed almost contagious.<p>

_"Oh dear- I can't be giving away our _real_ names, what if he's part of whatever MBE is? I shouldn't tell him my name."_ realized Rarity.

"I bet you're one of those fashionistas out of Canterlot or something." said the barista, returning with the curvy glasses, topped off with a dollop of whipped cream. Rarity's dollop was shaped like a little flower and Fluttershy's a tiny perched hummingbird with a cherry and stem for head and beak. Fluttershy quietly examined the drink curiously as Rarity replied,

"Well, yes, something like that."

"I try to keep up with the fashion world, but it moves just as fast as food and drink, and I've gotta keep up with one a lot more than the other."

"Your whipped cream is amazing." complimented Fluttershy, quite hesitant to take a sip from the straw, not wanting to damage the little sculpture.

"Thanks. I love being creative like that, and it always gets great reactions out of ponies."

"Who runs this magnificent little shop, anyways?" casually inserted Rarity. The barista for the most imperceptible of a moment looked surprised, before his smile returned, smoothly looking left and right before leaning slightly closer to Rarity.

"Asking about _MBE_? Depends on who wants to know."

Rarity was fighting the feeling that the barista was definitely quite charming, but she had to stay on task, avoiding thinking about his grin and vivacious dark blue eyes. A thought occurred.

"Well, actually I'm a photojournalist-" the ever-so-slightly interrogative inflection in the stallion's expression immediately vanished with a genuine bout of exuberance as he stamped on the floor, punctuating his exclamation.

"-Photo Finish!"

"Yyyes." she lied. _"Although not the most ideal cover, it might work for now."_ Rarity's mind reasoned. Her reaction was slightly less than convincing with the delay in the first audible consonant, but the barista didn't seem to notice, his eyes closed and urgently enjoying the satisfaction of his memorization. Rarity took a sip from her milkshake.

"Yeah, I remember you, yeah, and you're that model that she only had for like a week or something." he said, pointing to Fluttershy. His voice was courteous enough to remain quiet so that it was still only the three of themselves he was speaking to. Fluttershy was silently recalcitrant to the recollection of her modeling career, but put on a brave face of modesty. "What are you two doing, just hanging out?"

"She retired. Prodigies never last you know," explained Rarity 'Finish'. "But we're still friends and keep in touch."

"So I see." grinned the barista. He leaned closer again. "Well if _MBE_ is your latest journalism thing, I think I can put you in contact with a higher-up."

"Don't you know your employer?" asked Rarity.

"Actually no," said the barista, leaning back and coming to a more factual and business-like mood, quite different from his previous gentlecoltly-gossip like timbre. "I'm the manager of the Brisky Barrel, and it's owned by a fellow on the other end of town who's a manager himself. I think he might know someone in the ups of MBE though. The actual leaders of the company are pretty obscure as I understand it, and they like it that way for some strange reason. 'Guess it doesn't make a lot of sense to me since I love being sociable."

* * *

><p>Big Macintosh was perfectly satisfied leaning adjacent a support column near the door, continuing to chew a small sprig of wheat that he managed to nip up before departing Ponyville. However he realized upon entering the parlour that it had become quite short. His continuous habit of nibbling on grass as he did was something he inherited from his parents [or something, he thought] and it never did any harm. The smell of the parlour was much akin to Sugarcube Corner, which had made him slightly hungry, and so he pulled another stem of idle wheat from a planter that sat near the column, and he placed it between his teeth, swallowing the previous nub.<p>

Spike, intent on remaining exactly as inconspicuous as his friend, did the same with the procuring of his own sprig. Macintosh looked down at Spike, seeing him slightly annoyed with trying to place the sprig between his teeth.

"Spike, d'you even _like_ hay?"

"Well…"

"Might as well not bother with'it."

"I'm just trying to look incom… inconspyk?..."

"Just act natural an' wait."

"But why do you do it Macintosh? You stand out like some out-of-town farmer pony."

"So? At least Ah wouldn' stand-out like some kinda lizard tryin' to be a farmer pony." said Macintosh, partly humoured by the notion. Spike felt as if he should feel slighted, but also appreciated the funniness and let it slide.

* * *

><p>"We've gotta tell the others." said Rainbow Dash in a hushed imperative tone.<p>

"Let's go!" replied Pinkie. They turned towards the stairs before a creak from its wooden steps made them freeze. They both dove under the desk on the opposite side, hidden from view. Dash looked out from under the gap between the desk panel and the floor, seeing a burgundy earth pony carefully walk down the steps and place a box beside one of the file cabinets. She looked back up the stairs and then looked back to the box, pondering for a second. She opened the lid of the box and pulled out a carrot, gobbling it in only three bites and closing the box as he turned towards the furnace lodged under the stairway. The mare opened the thick plate door of the hearth and began tossing several cut wedges of a log from a crate, into the blazing fire. And Pinkie Pie's tail began to twitch.

"Rainbow Dash?" she whispered.

"Not now Pinkie." Dash clamped her hooves on Pinkie Pie's mouth. The mare looked up as if a slight thing had bothered her attention, and the two fillies were quieter and stiller than ever, Pinkie's tail exempt. The mare continued to stand still as if she was listening for something. Suddenly, she lurched and sneezed loudly. She wiped her nose with her hoof and closed the door of the furnace.

"D-d-dsh?"

"Shh!" Rainbow gestured strongly with her hoof for silence, before returning to look out from under the desk. The mare seemed to be finished with her chore and turned to go back up the stairs, just before a rat fell onto her face. For an instant the mare didn't move, until her vehemence was made known.

"AAAAAH!" she screamed, and ran back up the stairs in a wild abandon, leaving the rat stunned and thrown, falling onto the floor and skittering away into a corner.

Rainbow Dash was surprised, but also found it hard not to laugh, in keeping their stealth. Once the two thought it safe enough, they unbunched themselves out of the desk, Pinkie Pie giggling and tail quite relaxed. Dash smiled, but it quickly faded once she had glanced back on the desk, seeing the pictures and papers.

"Hurry, let's go tell 'em." she said.

* * *

><p>"So where does this 'higher-up' live?" asked Rarity. Fluttershy was engaged in the conversation, but also very thoroughly delighted at how delicious the milkshake was that she was drinking.<p>

"He lives on the south end of town; the Fillydelphia City Zoo, actually." replied the barista. Fluttershy's interest was redoubled.

"A zoo?" she asked.

"Yeah. Actually things haven't been going to well for him, but I can't recall why…"

Rarity placed a few bits on the counter as she finished her milkshake.

"Well thank you very much for the delectable drink, sir,-"

"Whisp. Will Whisp." replied the barista. "An esteemed pleasure, Miss Finish."

"I'll be sure to come by here again." finished Rarity.

"Goodbye." waved Fluttershy as they exited the door, Macintosh and Spike turning to follow.

"Well?" said Spike, once they had walked to the other side of the street. Rarity was prepared to speak, but Fluttershy asked first aloud.

"Where's Rainbow Dash and Pinkie Pie?"

Both of them bounded out of the door, indifferent about trying to remain calm and turning into a brisk trot.

"They kidnapped them alright." Rainbow declared. "They had a bunch of papers and pictures, and a timetable for the train. Planning stuff."

"You were in a picture too, Big Macintosh." said Pinkie Pie. The red stallion's eyes looked very concerned when he heard it.

"Well it certainly wasn't the gentlecolt at the counter who did it." said Rarity. "He was very polite. I asked him about "MBE" and he told us how to get to a more superior member. He talked about it like it was some kind of business and that he was just a lower part of it."

"Where is it then?" said Rainbow Dash. Rarity replied,

"Let's take a walk to the Zoo."

* * *

><p>Time passed, and little was changing in the relatively spacious passenger car of the 'Elements Express'. Although both Applejack and Twilight were fairly distressed, Applejack made her consternation much more visible and pronounced. Much of this concern was expressed through her considerable agitation on not being able to leave the room, continually walking around, and vocation on how she missed her hat. Twilight eventually grew partially annoyed by the diatribe, and decided to change the subject, even if a little.<p>

"Applejack, what were you doing when they came?"

Applejack's resentment of the situation did not fade, but the strength of the tone of her voice did, in apologetic realization of how she had been carrying on and how Twilight had been largely forced to listen to it all.

"..I'm sorry Twilight. I've been hootin' and hollerin' about nothin' I can do anythin' about. It's… just…"

"I know." said Twilight, sympathetically. Words existed for the mind they shared in regards to their plight, but they both decided the words need not be said. Applejack then responded to her question.

"I was in my room. Actually, I was up early; I was awake when they came."

"You were awake?"

"Big Macintosh is sometimes up that early, and I'm a light sleeper in the fall- he does a good job at keepin' quiet in the mornin' but sometimes he still wakes me up when he gets ready for work. Anyways, I got up and started lookin' in the mirror, thinkin' about stuff me an' Rarity talked about yesterday. Stuff about appearances…" she combed her hoof through her mane, reminiscent of how she had done it so long ago that morning. "I was startin' to think about gettin' a hairbrush."

"_You_?" said Twilight, partly taken aback.

"I was afraid you'd say that. Somehow I don't think anypony would really like me if I changed the way I was, even if for the prettier."

"But you're the best just being yourself, Applejack."

"Someponies don't think so. 'Specially those ones who like Rarity more just for her high-falutin' dresses. They're nice an' all, but all they're for is dress-up. Whatever happened to folks likin' practical sort of things?" Applejack seemed to want to protest the very nature of the notion of aesthetics with her complaint.

"I guess most ponies just like things that look nice. Is there anything wrong with that?"

"I 'spose not, but it's not particularly convenient for anypony who just wants to get somethin' done."

"Welcome to the real world." agreed Twilight with a sigh. Somehow the topic felt tangentially related to her personal problems, if in some unsuggested way. Applejack remembered the conversation at hand.

"Anyways… so they burst in and got me with a net."

"That makes sense I guess. I mean, they obviously put the Disenchantment Chain on my horn while I was asleep, and then tied me up." returned Twilight.

"Gutless…"

"If they used a net on you that makes it sound like they were pretty prepared for us both."

"An' Big Macintosh."

"What?" retorted Twilight.

"They carried me out of the house, and when they did, they woke Apple Bloom and threw a net around her too. 'A'course I'd been shoutin' and strugglin' tryin' to get free, then next thing I know, Macintosh comes tearin' through with the old pullin' cart and knocked a bunch of 'em sideways. I thought I'd definitely have a chance with mah big brother there, and then I see him start takin' on them kidnappers, kickin' em and throwin' em. I shouted at him to keep him goin', tellin' him that he was doin' great, but then he slumped over, and then it goes fuzzy after that." A tiny tremor of a headache perked up in Applejack, and she scratched the back of her head with her hoof. "Part of me knows that he didn't leave near where I was for a while after that, but who knows…"

"I bet he gave chase, Applejack." said Twilight with a smile. "The Apple family never gives up without a fight, that much I know." Applejack lightly chuckled in response.

"Heh, right. Macintosh was always made of sterner stuff than me…"

They stood in silence for a while, simply letting the afternoon slip by impotently. The distinct chord of the train's whistle sounded in the distance, and Twilight's ear twitched at it.

"You know…" she said, reminiscing. "…Something about that whistle sounds vaguely familiar…"

"Why's'at? It's just a train whistle."

"I've only ever been on a train a few times Applejack. Granted, that may be more than you, but there's something about this whistle that makes me think back…" the whistle sounded again. "The last time I was on a train was our trip to Appleloosa. Before that, I was only a filly still living in Canterlot with the Princess, and we took a vacation together on a train. This whistle somehow sounds like that, but I'm not sure."

Applejack raised her eyebrow at the recollection, thinking to herself that it couldn't be all _that_ unique; a whistle was a whistle, but didn't want to dispute her memories.

"If you say so." she said, indifferently.

Suddenly the lighting changed through the windows, and what used to be a soft grayish white now became thicker amber. The two ponies felt their ears pop.

"What in the world was that?" said Applejack, rubbing the side of her head.

"What was what?"

"Ye didn't hear it?"

"Oh, that's your inner ear adjusting to pressure. It happens when- -! When you change in altitude. We must be going high up, maybe in a mountain range somewhere." Twilight looked into the window, and Applejack followed. Hooves against the glass and eyes pressed against its surface, they peered into the pane, trying to understand detail.

"All I see is a big orange wash. 'Can't make anything out a'tall." regarded Applejack.

"I think I see a big white blob, which might be the sun. Maybe it was overcast with clouds where we were travelling and now we're higher than the clouds. -And if it's the sun making that color in the sky, then it must be either in the afternoon or nearing evening. The sun sets in the west, so that means…" she regarded which window she was looking out of, relative to the rest of the train.

"I think we're headed north. At least, that's which way we're travelling right now."

"Can you figure out where we are right now?"

"Hard to say, there are a lot of mountain ranges north of Canterlot. Especially considering how fast we're going and how long we've been travelling, we might be anywhere." Twilight said this, realizing as she did so that the information while studious, was also not very useful.

"Well that's jus' peachy." replied Applejack sarcastically. She sat down again frustratedly.

"Don't worry, Applejack." echoed Twilight. "Our friends will find us."

Applejack smiled in response, but their reverie was interrupted by a clattering of the latch of the compartment door. In walked two of the same guard unicorns from before, wearing their black bowler hats. A third entered between them, carrying a silver tray with glasses of milk and two sandwiches, alongside a small bowl of vinaigrette coleslaw.

"Enjoy your supper, ladies." said the guard in a tone of voice that sounded inexperienced at being polite, with an obscured stern inflection. Using his telekinesis he placed the three plates and two glasses on a table and departed with the tray, followed by the other two unicorns, locking the door as before.

The two of them regarded the dinner. Like the lunch before, it was by no means an expensive or complicated affair, nor was it an overly simple or cheap meal. Modestly prepared and, as Twilight tasted first, quite flavourful.

"Maybe this Montclair isn't as bad as he seems, if this is the way he treats his prisoners."

"'Still not the sort of fare I wanna be gettin' used to, Twilight. I'm not gonna be bought off by a little daffodil sandwich and a comfy chair- They bound and gagged you."

"I know, but maybe for stuff like that, the worst is over?"


	4. The Magnificent Malefactor

Chapter 4: The Magnificent Malefactor

Much of the afternoon was spent in trying to find their way to the part of the city that held the Zoo. Fluttershy looked up at the sky, noticing how pegasi were bringing forth thick clouds, soon covering the grayish blue and cooling the surface of the ground. As time passed, venturing generally in a southward direction, they found a brick-walled acreage with an iron gate, in a proud and stoic serif bearing the heading "Fillydelphia City Zoo". A wind billowed a coldish gust, bringing with it some leaves, and the gust made a ghoulish sort of howl as it passed by a forlorn ticket booth. Fluttershy made a slight whimper in reaction, as Rainbow Dash walked up to the large iron gate, which stood closed. Inspecting the latch, it was chained with a large riveted padlock.

"Macintosh, do you think you could buck the lock?"

"'Don't reckon so, Dash. Metal's 'much different from apple trees."

"Fine then." Dash jumped upwards to clear the gate, and suddenly felt her wings go limp, and she plummeted to the ground in front of its black bars. "Ooff!"

Small metal spikes faded from a vague pink glow at the top edge of the fence, going dull and lifeless as they had been before.

"It must have some kind of no-flying spell around it." observed Rarity.

"So that the birds won't escape." surmised Fluttershy. Rainbow Dash gave the old gate a kick in spite, which rattled loudly with a chilling clatter.

"Well how are we supposed to get inside now?" she sounded quite irked.

"Dunno, especially if you can't fly over and unlock it, Dash." said Spike. She gave him a ever-so mischievous look.

"What?"

Spike flew over the gate and landed on his rump with a *thud!*.

"Ow! Big Mac!" he exclaimed in protest at being thrown. Macintosh shrugged, with a look that seemed to suggest that Spike should have had a better idea sooner.

"Now go find a key, Spike!" said Rainbow, trying to sound helpful. Spike looked around and saw crowd fences, more brick walls and festive murals painted all over, that looked like they had been quite badly weathered without maintenance. The wind howled again, and it sent chills down his spine.

"And go through this creepy zoo all alone? There's probably _monsters_ in here for all we know!" he ran back to the gate. "Dash, Rarity, you can't just _leave_ me!"

"You're right." consented Rainbow Dash.

Before any complaint or other ideas were made, Fluttershy found herself tossed over the fence as well, being able to catch herself with her wings. Although she landed gently, her constitution was anything but. She ran back to the gate, her hooves pulling at the bars like it was a prison.

"Eek! Why'd you throw _me_? I'm scared of creepy zoos!"

"You're good at talking to animals, maybe some of the stuff in the cages can help you guys out." replied Rainbow Dash. She was wearing some sort of smirk that suggested she had confidence in Fluttershy.

"Don't worry Fluttershy, you can do it." encouraged Rarity.

"Giggle at the ghostly!" said Pinkie Pie, bouncing excitedly.

"…Okay…" Fluttershy slowly walked and joined Spike. They walked through some of the pathways, not speaking and simply trying to remain calm and focused, despite the contrary efforts of the haunting wind and long shadows cast by leaf-shedding trees in the fall afternoon. The masonry was painted purple but the light of the afternoon made it appear a more sickly and unappealing shade.

"This doesn't look like a very nice zoo." commented Fluttershy. Spike walked up to one of the cages and saw that it was empty, fog-like shadow preventing anything to be seen beyond a few feet into the enclosure's space.

"It doesn't look like it's just closed, it looks abandoned." said Spike, returning to the pathway. Fluttershy looked into a different enclosure and found an alligator, sitting quietly in a small pond. It didn't look it was particularly enjoying the enclosure, nor displeased with it. More than anything the reptile seemed somewhat mellowed in an unfortunate kind of way. Fluttershy sympathized with it but she wasn't sure why. Spike jumped up and onto the fence enclosure to see what Fluttershy was looking at, then saw the gator.

"'Looks like a big version of Gummy."

"He isn't very happy." elaborated Fluttershy.

They continued down the path for a longer while yet, seeing more enclosures that were mostly empty and further reinforcement that the zoo looked like it had been neglected for some great amount of time, until they came to a central-looking building. Although there was a smiling face pained on the door, it did nothing to console the depressed sort of vibe from almost every corner of the zoo. Fluttershy felt oddly drawn to the building, as if it were much like her home cottage, except in a state of neglect. Spike ran ahead of Fluttershy and knocked on the door.

"I wonder if anyone's home." said Fluttershy. A deep and slow voice came from within.

"Hello? Is someone there?" Spike stood back from the door, and Fluttershy walked up beside him. The door opened slowly and there before them in orangish light from the office inside, was standing a reindeer, with a discouraged but questioning look on his face.

"Oh, visitors. Can I help you?" his voice had an odd clarity to some of the harsher sounds in the words, but still rung an honest simplicity.

"Do you run the Zoo?" asked Spike, immediately to the point.

"Yes I do." replied the reindeer. He seemed to ignore the opportunity to be offended at the frankness, for the sake of having contact for the first time in a while. "However things have taken a turn for the worse of late." he said sullenly.

"Oh? What's wrong?" Fluttershy asked, concerned.

"As you can see," he gestured to the ghastly failing zoo. "My business has lulled in popularity."

"Do you think you might be able to let our friends in?" said Spike, cutting him short.

"_Let _your friends_ in_? Can't they come in by themselves? -Oh dear, I think I may have forgotten to open the front gate again." The reindeer walked at a brisk pace through the winding pathway back to the front entrance, Fluttershy and Spike attentively following.

Rainbow Dash and Rarity were sitting on one side, on the other Big Macintosh was standing and watching Pinkie Pie run in a small circle, apparently chasing a leaf. Pinkie Pie was the first to notice their approach, which made Macintosh take notice. The reindeer procured a key, unlocked the padlock and swung the gate wide. Dash and Rarity looked up at the creaking of the swinging fence, and there their eyes saw the reindeer figure. He was ivory-brown and seemed somewhat old, rendered older by the poor local lighting. Fluttershy and Spike walked out on either side of the aged figure.

"Who's this?" asked Rainbow Dash. Spike was about to open his mouth but the reindeer spoke over him.

"My name is Yukon." he said neutrally. His face didn't seem particularly enjoyed. Pinkie was hopping around until she started to examine Yukon closer at the mention of his name, as if there was something wrong with how he said it.

"I'm sorry about the gate. These days I've started to forget all sorts of things… But it's just as well." he motioned to the lacklustre appearance of the entrance and the facility. "Nopony wants to visit the zoo these days. I think it's because the animals aren't as happy as they used to be." Fluttershy nodded in assent of the notion. He continued, the voice unwavering in a slightly mournful repose. "Because I still have to pay the bills, some of the animals and exhibits I've had to sell to other zoos."

"Laugh." commanded Pinkie Pie, in a rather laughably serious tone. The others looked at her in an odd fashion, regarding how she had interrupted Yukon in such an oblique way. His look went to hers in an equally odd fashion.

"Pardon me?" he said, sounding equally confused and nervous.

"Laugh." repeated Pinkie Pie, sounding silly-serious again. The looks of the others returned to Yukon to see his reaction. He seemed like he was thinking very hard and trying to say something, but then resigned himself and gave up, admitting aloud,

"I've forgotten how."

Pinkie Pie and Rarity gasped. Spike, Fluttershy and Macintosh not knowing what to think simply looked on, perplexed.

"You've forgotten how to laugh? How horrible!" said Rarity. Yukon slowly nodded but his tone was unchanged.

"I don't remember what used to make me laugh, and I fear that my poor mood rubs off on the animals. If that is so, it might be why no one really wants to come to the Zoo."

"That makes sense, lots of communicating with animals is how you act around them." corroborated Fluttershy.

"I'm sorry Yukon, but we've got problems of our own, and we were wondering if you knew anything about "MBE"." interjected the multicoloured pegasus. "A guy from the Brisky Barrel said you might know something."

"Rainbow Dash! Have a heart, this poor soul needs help." ordered Rarity in surprised protest to Dash's argument.

"Problems with MBE?" said Yukon, his interest picking up. "What do you want to know?"

"They took our friends." replied Macintosh. Yukon stood quietly thinking, and the aura of his ponderence cast a silence upon the others, although Pinkie Pie seemed far more concentrated on thinking about something entirely different. The others were patiently waiting for Yukon's response.

"I don't know anyone in MBE who would do that below my rank… but I think I might have an idea of who would above." Some shroud of shrewdness snuck into his expression, in a chiding hope and fear regarding his sadness. "But first I would be so grateful if you could help me laugh again."

"NO PROBLEM!"

Pinkie Pie seemed to pop at the opportunity. Before anyone could consent to Yukon's suggested terms, Pinkie jumped and pushed all of them into a tighter circle involving Yukon.

"Jokes!" she declared their first attempt to be.

"I don't think jokes will help." he glowered.

"Aw, c'mon Yukon! Everypony loves a good joke." suggested Rainbow Dash. "A pegasus, a unicorn and an earth pony all walk into a bar,"

She paused, and Rarity looked at her, intrigued.

"And?"

"And you'd think they would've been more careful!" Dash chuckled. Spike laughed and Big Macintosh smiled with a quiet chortle.

"I haven't got any jokes and I ran out of ideas. Whelp!" excited Pinkie Pie. Rarity, Fluttershy and Rainbow Dash gazed at her in amazement. Dash burst out laughing.

"BHA HA ha ha ha! Pinkie Pie, you're such a kidder. _Pinkie _Pie, _out of jokes_!" she rolled on the ground almost teary-eyed at the perceived jest. Rarity and Fluttershy were smiling as they shared in Rainbow's hilarity, until they saw Pinkie Pie. The humour seemed misplaced and their smiles faded; Pinkie Pie stood with her expression (in its laughably odd configuration) unchanged. Rainbow's chuckling ceased.

"Pinkie Pie, are you really out of jokes? Nothing about laughter at all?" she said, puzzled and starting to become worried at the sudden twist of the partious pony.

"Yup!" she said, sounding quite unusual, yet somehow retaining her happiness.

"Oh…" said Yukon morosely. "I thought that you might be able to help."

"Oh dear, poor Yukon." said Fluttershy despondently.

There was an awkward silence, mostly cast by the bizarre sayings of Pinkie Pie, who sat patiently waiting and looking at Yukon, her smile creeping back into its giggly form.

"All you _do_ is laugh, Pinkie!" protested Rainbow Dash. "What do we do now?"

Some kind of odd guttural hiccup sound came from Yukon.

"What did you just say?" he said, surprised at himself. The group looked at him curiously. "All you do is laugh, Pinkie? What'll do we do now?"

Rarity slowly nodded, her expression puzzled at Yukon's unusual consideration evoked in his voice. Yukon repeated the words, putting emphasis on the words' placement individually, his eyebrows furrowed in a deeply considerate and bizarre position.

"Oh dear, poor Yu-kon.

All you do is laugh, Pin-kie.

What do we do now."

He said it again, tapping his hoof with each syllable.

"Yukon?" asked Dash.

"The five-seven five!" he said emphatically, with a strange hitherto unheard emotion of joy. "You said a haiku, indeed! Wonderful ponies!"

"Hoo?" Spike's eyebrow peaked at the oddness of the reindeer all of a sudden.

"Hi-who what?" questioned Rainbow Dash.

"_Haiku_, a kind of poem!

Using special different things

To make contrast; beauty!" he replied.

"You said, I recalled;" Yukon gestured to Fluttershy,

"Wordplay, my joy, my heart!" and then Rainbow Dash.

"What I have missed!"

"I said a Haiku? I didn't mean to…" replied Fluttershy. Yukon exhaled abruptly, his smile growing all the grander. He did it again, with a slight wheeze and squeal of happiness. Again he wheezed, and then burst forth in raucous laughter. Pinkie Pie joined in, and so did Rainbow Dash, being the sort of laugh that one suddenly finds themselves laughing at how hard they're laughing. Rarity began laughing at the absurdity herself.

"No intent at all?

My gladness a mistake they say,

Declare all the mirth!

Magnificent all

You fine ponies helped me,

And by accident!" he heartily bellowed all the more with a tremendous rich guffaw.

Spike joined in, losing interest in why they were laughing. Big Macintosh chuckled in a loud warm way, and Fluttershy joined in with her own titter.

"Nice work, Fluttershy! I knew you could do it!" exclaimed Pinkie Pie. Fluttershy was befuddled at her compliment.

"What?"

"There's no kind of laugh I don't know how to figure out! I knew you'd be able to say something that'd loosen him up!"

"But… I?-"Fluttershy managed to utter before Yukon interrupted, the boil of his new-found happiness fading to a simmer.

"Thank you for your help,

But I will not disregard

Your personal plea.

Do, I invite you:

Stay in my home for a meal

The night warns us haste." he gestured to the skies, which were starting to turn fouler. The tiniest speck of rain landed on Fluttershy's nose, making her jerk backwards in surprise. Another few droplets made the others realize the condition of the weather.

"Come, make swift our pace

Shelter our friendship with hearty soup

And cease urgency."

Yukon locked the gate and began down the road. His voice somehow then both matched his ever-so-partially cryptic speech, as well as his non-normal form of his large majestic and complex antlers. A gust of wind picked up and began pushing against them. Yukon and Macintosh weren't in the slightest inhibited, but the suddenness of the air buffeted Fluttershy and Rarity, who arranged themselves behind Macintosh like a shield. Rainbow Dash flew ahead and began manipulating the air's course to divert the errant weather. A blustery cloud of leaves flew past, brushing against them all as they fluttered and spun on their way.

"Aah! My mane!" shouted Rarity, finding herself accosted by the prickly bits.

"Distress not, my good friends,

House and home is not that far

Comfort shall greet you." encouraged Yukon. His voice although mellow and smooth, cut through the noise of the wind like a blade.

Due in only a few minutes walking, they came upon a small-looking log house near the brick wall of the Zoo. Its chimney vented a wispy gray smoke into the billowing sky, and its windows were lit with a cozy-looking candle-light. Yukon directed them inside, where they stood in the entrance looking quite flustered and reduced before the amiable warmth of the cabin, which looked bigger on the inside than the outside.

"Welcome and merry

My charity to pay you

From my sorry owns.

Dearest! My myst'ry!

Solvéd by these excellent

Guests of our greeting."

"Yukon!" said a sweet higher voice. A much smaller reindeer with equally smaller antlers came out from a doorway. She entered into the entranceway and took stock of the accosted assembly of friends before her. "Hello! Who are these?"

"These splendid beings

Recalled my honour, truth be!

Deserve thanks, my sweet."

"Thank you! You have no idea what it means to a reindeer to lose their poetry." said the doe.

"I'm sure we don't." quipped Spike.

"Thank ye kindly for yer hospitality." said Macintosh.

"It is no matter.

Come, warmed selves by the fireplace,

Cause great change in minds."

Yukon and the doe guided them in front of a large stony hearth with large sections of log inside. Yukon used a firepoker and pushed some of the bits into more fitting places to make it burn more evenly. The six began relaxing at the easily accessed warmth and dryness it generated, and Yukon sat on a large cushioned chair.

"Identity unknown;

Pray, I haven't heard your names

Since discovered."

In a merry song and dance, Pinkie Pie introduced those present in a manner Yukon appeared to never have seen before, and it entertained him greatly, him laughing most of the way through it.

"Thank you Pinkie,

For restoring my laughter,

Never I'll forget."

"What were you all doing at the old Zoo anyways?" asked the doe.

"We were looking for information on MBE." said Rarity directly. Yukon's smile faded ever so slightly.

"A digestion calls,

My dearest Cari, might we

Have present supper?" said Yukon in a pleasant manner.

"Certainly, Yukon. Soup is almost ready." said Cari, and she departed the fireside room with a jolly spring in her strides. The stag looked and waited patiently until she had left the room entirely. He leaned closer to the group, his tone shadowy and cautionary.

"Warning I direct:

Danger may find your pursuit

Of the M.B.E."

* * *

><p>Sleeping on the floor was not something Twilight nor Applejack found very comfortable. Indeed the carpet was plush enough, but the tiniest tremor caused by the carriage's wheels riding over the rail's seams occasionally was enough to disturb their attention enough to make them wake up, resting only in small instances between. Annoyed by how it continued to happen, Applejack was the first to decide to sleep standing up, leaning gently against one wall. Twilight did the same nearby, and their patchy rest of a night wore on. The most major intrusions upon their rest were the ghoulish wailings of the infrequent whistle, or whenever a sharper turn was rounded (which justified Applejack's resting against the wall).<p>

The first morning's light struck as if a lamp had been switched on. The train sped out of a tunnel, bearing the full brunt of the first moments of sunrise directly onto the window that Applejack was leaning against, and its brilliance hit Applejack's closed eyes with a surprising flash.

"Ehrk." she said, winking and blinking with the sudden brightness attacking her eye. She leaned away from the window and took stock of her prison transport. Nothing had changed, and it remained just as confining and resentfully well-furnished as before. She looked out the window and saw now with the morning light, that it was double-paned, with the obtrusive blurring glass on the outer layer. Inbetween them was a layer of icy frost, which told her how cold it must have been inside, as well as how well insulated the car was. At least in that regard, she thought it better than being in a cold cage. Twilight woke shortly after her.

"Morning, Applejack." said Twilight impartially.

"Mornin'."

Twilight yawned. Her mane was slightly unkempt from the less-than-ideal night, and she sat down on the floor.

"Zoroko said we'd be arriving this morning. If 'Montclair Mansion' is anything like this train, I hope there will be at least books to read." she said, sounding quite bored.

"'Specially ones you could use to get us out of here." replied Applejack. Although it was meant as an idle retort, the practical suggestion rang in Twilight, through her original intention to simply want a better way to spend the time being a kidnapee. As soon as Applejack had said it, a very quiet *sssssss* sound was heard, and the whistle tooted quickly three times. A very soft screeching noise suddenly became quite prominent, and Twilight covered her ears.

"We must be stopping." she observed, trying to keep the noise out. The windows went dark and the distant chugging of the engine slowed and began to echo. With a soft *phud* the train came to an apparent stop, immediately followed by the two guard unicorns from before opening the door, with the third gesturing to them.

"Let's go." he said, again trying not to sound brutal.

Twilight looked at Applejack, who gave a slightly resentful looking consent of a replying glance, and the two mares followed the unicorn. They were then closely followed by the other unicorns through an empty-looking passenger car with dozens of empty seats, then through the exit door onto a platform. The train was lodged in one of three platform berths in a large quartz-looking cave with a chandelier in it, and the unicorn guided them through large, finely-decorated paneled doors. Just past the doors they stood and waited in a hallway of a magnificently decorated gallery, covered by every inch in either a red-stained wood or some kind of soft velvety fabric with a lustrous sheen to it.

"So where is this 'Montclair'?" asked Twilight.

"Quiet." replied the guiding unicorn guard.

Soon enough, a large and well-built diamond dog dressed in a dark gray vest, entered through the door that they had just come through. He swung and placed a large black hat underneath his arm and began removing gloves from his paws. He moved past without either of the mares being able to make much detail out of his canine face, and he said in a callous tone only,

"Come." as he continued to walk. The guard began again, Applejack and Twilight behind him, and the other two guards behind them. They entered into the space of the gallery and up a grand staircase, above which sat a gloriously appointed chandelier that looked just as wonderful as perhaps one of the ones in the Royal Palace of Canterlot. On the opposite side of the gallery was a tall steepled glass window that showed a wonderous blue lake set below sharp snow-capped mountains. At the top of the stairs it opened into a large rotunda filled with glass cases and varieties of exhibition-like furniture holding all sorts of shiny trinkets and jewels, but they moved through it quietly and quickly.

The commanding atmosphere of the diamond dog that led them did not seem to lend himself to any sort of curiosity or even an out-of-place word. On one side of the rotunda it went down a long hallway furbished with many splendid and artistic paintings with beautiful frames. Some of them Twilight recognized from art books, but couldn't recall any by name. The large diamond dog opened a door on one side of the hall, and the unicorn led them inside. It was a tall room, easily enough to be a loft, or perhaps two stories high, with an enormous window just like the gallery showing a similar view of the sapphire glacier lake and clear white mountain-scape. On one side of the room there were two beds with tall bedposts and curtains, and on the other a wide bookcase filled with tomes that seemed just as varied as Twilight's library.

The unicorn then left through the door which the diamond dog was still holding open. The dog then entered in and shut the door behind him. Applejack and Twilight gazed at his face, a shrivelled apparition just short of bulldogishly ugly, which bore little to no emotion whatsoever.

"Montclair bids you welcome, my ponies. This is the guest room, you shall remain here for the entirety of your stay. At any time you may ask for something you wish, but it will be either my or Montclair's discretion if you will get it. Food will be provided from the kitchen at normal meal times." he said coldly.

"When do we see Montclair?" said Twilight. She wanted to sound demanding and impatient, but the sophistication and elegance of the manor had surprised her, which dulled her intention somewhat.

"Presently." replied the dog.

"Who are you?" asked Applejack.

"My name is Baws. I am Montclair's second-in-command and I oversee his organization on his behalf. If that is all, I hope you will have a pleasant morning."

With that, he turned and exited the room without giving pause or space for any other words to be said. Twilight looked at Applejack, and their eyes met with equal agitation at their situation.

* * *

><p>"Mr. Montclair."<p>

"Ah, apprentice. I trust your trip was productive?"

"Very. I've retrieved the Elements."

"Oh? Well then, I should very much like to attend to that soon. Thank you for your effort, Baws."

"They're in guest room two, 'courtesy of the gentledog thief.'"

"That was their introduction? I would have preferred to have introduced myself completely, Baws."

"Apologies, sir."

"No matter. I shall see to it immediately."

* * *

><p>Twilight was inspecting the bookshelf and Applejack was looking out through the window. There was a balcony that extended out from it, but all access was obviously not permitted, with there being no door and the glass being the only protection from the quite obviously bitter cold just outside the warm feel and look of the interior of the mansion. Beyond the lake's edge the mountains jutted upwards, bordered either against the sky or the smooth curvature of a thin distant railroad track that hugged the water's shore. The track looked like it followed the length of the shoreline until it came to nearly the exact opposite side of the lake, which then turned away from the mansion, disappearing around a bend into a valley of the rocky range.<p>

From the door two knocks were heard, and in entered a different diamond dog than before. His face was polite, curt and ever so slightly rugged, and looked far more mature than any diamond dog Applejack or Twilight had seen before. He was dressed in a sleek and smooth looking suit, with an orange crystal mounted in the collar, and a thin straight cane that gave more stability, with a carved handle held in his paw. He said nothing, and Twilight ventured closer. Applejack finally turned to give more direct attention.

"Good morning, my dears. I am Wolfe Montclair, an honourable gentledog thief and I welcome you to my home." he said while bowing rather low, in an elegant and courteous voice, with an accent that resembled Rarity's own.

"Why are we here, Montclair?" said Twilight, more effectively conveying her impatience from before. Montclair seemed to pause quite curiously at her question, as if he had not anticipated such a reaction. However his suave poise returned as quickly as it went away, and replied.

"I know that there is no fooling you Miss Sparkle, so we shall come **r**ight-to-the-point." it somehow bothered Applejack how he rolled the R. "Please follow me."

He walked them back down the hall and into the rotunda, slowly travelling and touring them around the room while the two unicorn guards escorted them. Baws seemingly had disappeared, likely into a different room down the corridor.

"You might recognize some of these items, Miss Sparkle." he pointed with his cane to a gold-framed painting of a night scene of some mountains and stars with thick brush strokes. "Van-Goaht's _Stars at Night_, the original in fact." Twilight did recognize it, but the presentation made her rather irked by the act. "Or perhaps this," he gestured to a painting of a silver ball with a pair of wings crafted out of it. "_The Orb of Gryphus_. Priceless item indeed, to be sure." Twilight's silent chagrin of Montclair's trophies continued to grow. Applejack was annoyed even more so, despite her not understanding the nature or identity to virtually all of the beauties and intricacies, preserved and kept in glass and on pedestals. Montclair's look of curiosity at some unsaid unprediction flared for a sliver of a moment as he looked at their reactions over his shoulder, before returning his sharp yellow eyes forwards.

"I know what you're thinking, Miss Sparkle, and you're right. I am a thief, and the fact that these things do not rightfully belong to me is _despicable_, in certain respects." Applejack thought to herself _"Ye mean 'at all times.'"_

"But permit me to justify myself, if you will. I am a _gentledog_ thief, and I would like to define that: I do not take these out of any necessity, by any means. I do it because it is a hobby of mine; because it is fun."

"Fun?" Twilight responded, disbelieving.

"You would not believe how many beings there are out there who are so contented to have their lives lived in the service and protection of rare items such as these," he moved his paws covetously over a glass case containing a group of pearl necklaces. "To have them locked away, to think so highly of them." His paws then gestured dismissively towards the same case. "I liberate their self-indulgent mindset by deconstructing it and show them their folly. So many pride themselves in their security, and I show them the mistake of their hubris. It is a service."

"Stealing someone's things is a _service_?" she said indignantly.

"Oh by no means is it really _truly_ stealing… borrowing, rather." he had moved towards a large box containing three immaculate identical large-masted sailing ship models. "You see," he indicated a small placard below the frame of the box. "Every component of my collection has identification," Twilight leaned closer and read the first line, which said in a very splendid calligraphy "THE UNICORNs THREE".

"As well as a date on which the original was made, the date on which I stole it, and the date on which I intend to return it. Address and personage information I keep in good order as well, so that I know precisely where and who to return it to."

"You return them?" said Applejack. Her repose was quite turned in response.

"Of course. The service is sinister if the property is not restored in due to the owner. The time for which I keep them varies, depending upon the state of the owner or how they regard their possession. Sometimes they do not miss it because their wealth is so exceeding that they are happy enough to simply have it replaced. (You see I make a point of only stealing from those who can afford the loss.) Those who do not miss them, are opportunity for further pursuit until they learn a lesson in humility." It was hard to tell if Montclair felt he was being self-righteous in those words, or if he genuinely disliked the minds of those whom he stole from.

"How long do you keep them for?" said Twilight.

"Ten years is standard fare." he took a few steps and leaned forwards with his paw to his chin, admiring the stylistic strokes of a small handsome bust of the head of Commander Hurricane. "Exceptions apply regardless- I once had it happen that a mare died before I was able to return her portraiture by _Rembroni_. So I had it immediately donated anonymously to the Museum which she had Willed the rest of her collection to. -I have since made a point of being more accommodating to when I should like to return my acquisitions." his voice was clear and sincere, and whatever qualms Twilight had with his actions, were somehow muted by the noble air that surrounded the so-apparent honourable diamond dog.

"So why do ye need us?" asked Applejack. With a gleam in his eye, he had them follow to a large round empty case in the middle of the room. On top was a small picture and worded page held by a tiny frame, and Montclair began describing the hollow vignette.

"This case is to hold the pinnacle achievement of my career." Applejack and Twilight independently thought it very wrong to regard any sort of series of crimes as a _career_. Montclair used the cane to point to the paper.

"Once upon a time, my magnum opus I sought to be the Royal Crown Jewels." The picture suddenly became clear to Twilight and Applejack both; the picture was of the crowns and breastplates of Celestia and Luna. Applejack took to examining the hollow trophy case while Twilight continued to read the paper.

"They wear them at all times when they are awake, and the only time they are removed is either when they take a bath or occasionally when they go to sleep. It was not long into the process of doing research for such a heist that I realized that it is a fool's errand to try and approach the personages of the Princesses with criminal intent." He placed a regretful paw over his eyebrow, obscuring himself as he faced away. "I was a wolf howling at the moon for much of my career until that day..." he turned to face them again, the remorse removed from his expression. "Therefore I aimed at something far more modest."

From a door on the side of the trophy case he procured a gleaming pearlescent crystal ball, which had a spiral-like crackling pattern emanating from the core, shaped like a twisted and twirled six-pointed star. He opened the case and placed it on the pedestal, pulling a tuning fork from his jacket, striking it against the wood of the trophy case's edge.

"The Gem of Euphony." he gently pressed the fork against the very top of the superb sphere, and it made a ringing sound that was pleasing to the ear. Applejack raised her eyebrow at the presentation, repeating him phonetically.

"The Gem of You-fone-ee? Why do you need us if-"

"Oh, ha ha!" Montclair interrupted her with a chuckle. "No, this isn't the real Gem, this is a forgery so that I can use it to replace the real one." he put away the tuning fork, the sound having faded. "The Gem of Euphony is an ancient Equestrian artifact, a symbol of the Great Magic from which the world was constructed. Of course, this magic has long since been refined and perfected in the discovery of the power of the Elements of Harmony, that much I'm sure you are aware, Miss Sparkle." Twilight nodded cautiously; she understood the Elements well enough, but ancient history was ancient history and this was the stuff of old books she had never touched before.

"The Elements of Harmony are the stronger, more stable, better understood, majority of what the Gem of Euphony used to be capable of. Now it is largely a powerless jewel," there was something odd about how he eyed the Gem as he spoke. "It is like comparing a rusty rod of pig-iron to a polished steel chain. However it is a protected symbol and held in secret. The fame would not be much from its procuring; the main thing is the challenge and the possibility that it can be done; Miss Sparkle, Miss Applejack."

"You haven't answered the question yet, Montclair." replied Twilight.

"The Gem is indeed held in secret, and the most effective way to discover its location is through a very old spell that is wieldable by the representatives of the Elements of Harmony. By the consultation of some Magi (who shall remain anonymous), I was able to glean for myself what were the most essential Elements for this spell to work, which are the Elements of Magic, and Honesty: Magic in order to produce the effect, and Honesty to ensure that it is not tainted by misinformation or lying." Twilight and Applejack looked at each other.

"You _are_ the exemplar Element of Honesty, aren't you Miss Applejack?"

"Yeah… -!" Applejack had instinctively responded to Montclair's guile charisma, and her default modality of mind prevented her from making any attempt to deceive.

"How do you know that about us?" responded Twilight.

"I have my sources; which are very able indeed in procuring intelligence from the Royal Archive. –However, there still was some difficulty in the acquisition of information regarding you, Miss Sparkle. It is _not_ the _easiest thing in the world_ to be accessing data of the personal protégé of Princess Celestia. For that reason, I shall be interviewing you later in order to be verifying the authenticity of your Honesty in order for the spell to work."

"When do we get to go home?" said Applejack, not liking the conversation very much anymore.

"You shall be returned home with the greatest expediency upon the revelation of the Gem's location."

"What if we don't want to?"

"Then you shall be my guests as long as you don't." he said, his voice taking an intolerant turn. "While I am a patient and gracious host, I do not like my hospitality being _taken advantage of_, if planning on staying here for an extended period of time was among your possible considerations."

The three stood for a moment in silence. Montclair inhaled sharply and began again.

"This has been quite a large amount of information to digest, I gather. Guards please?"

"Mr. Montclair?" responded one of the unicorns.

"See them to the dining hall for breakfast. And have a replacement hat found for Miss Applejack, I think she might be missing hers." The guard ushered them on their way. Applejack looked back in an awkward repose as Montclair continued to stand silently beside the trophy case, with a humble smile writ on his lips.

"Have a good day, my dears." he said finally, as they exited the rotunda.


	5. The Most Essential Elements

Chapter 5: The Most Essential Elements

Fire crackled with a spritely energy, letting heat and casting warm light in all directions of the simple cabin that was Yukon's abode. Wind and rain howled outside the window but it was entirely offset by the soft snaps of the hearth which the ponies and Spike sat in front of. The reindeer spoke slowly, patiently and with very delicate placement of every sound of his mouth, like the fact of conversation was a complicated art.

"M.B.E. covers

A dark identity; layers

It operates in.

The name I know not

For which the commerce protects,

I simply work here.

What was the reason

You came to me for knowledge

Of the M.B.E.?"

"Our friends were kidnapped this morning in Ponyville by a train called the "E. Special." owned by MBE. We came here because it's where our only clues led." said Rainbow.

"Ah saw the kidnappers get on th'train with mah own eyes." stated Macintosh. His voice had a strong notice in it that inflected a somewhat grim tone.

"Kidnapping? Strange.

Such cloak and dagger-y

Are quite unusual.

This does not sound

Like common business dealings

In M.B.E." Yukon stroked his chin slowly and carefully, deep in thought.

"I am ashamed

I cannot answer to you

For your seekings.

My knowledge has

Only some breadth. Suspicious,

The accusations.

I will question soon

In regards to this matter.

My superior."

"We need to know now!" demanded Dash, slamming her hoof on the ground as she stood. "We don't have time to just talk about it!"

"I can tell you where

Responsibility is

For a higher rank.

But further I fail

To know of. You shall then

Be all on your own."

"If that's the best we can get, then I suggest we take it." said Rarity, standing beside Rainbow Dash. "Some help is better than none."

"Great risk may involve

A next step. Your peril falls

On your own shoulders."

"We're willin' t'take that chance." said Macintosh. His resolve spoke with as great of a stance the stallion had.

"Very well, ponies,-" His speech was interrupted by a flash outside the window.

"A burst of light?" ***KRACK-KABOOM*** a peal of thunder roared, making the windowpanes shudder. Rarity and Pinkie Pie both jumped and shook in fear, Fluttershy ducked underneath Macintosh, who simply looked wide-eyed at the window. Yukon, as unaffected as Macintosh, continued his discourse.

"Dear me, the lightning.

Storms prevent our useful course,

To go where next.

M.B.E. observe,

On a great behemoth

Named Aurora.

Beyond that finding;

Central, will be the circle

Of M.B.E. found."

"Where is this 'Aurora'?" asked Dash, whom being so used to contorting weather, was entirely unnoticing of the opposing thundershower.

"Easy to seek it,

Aurora's place is not secret;

Hard to get in." said Yukon cryptically. He rose from his chair and approached the mantelpiece.

"However, given:

A promise made is a debt unpaid.

Take you, this." he picked up a very small lapel pin shaped like a simple steel key, with a very very small inscription on it that read simply "M". He placed it in the hooves of Pinkie Pie.

"Forever my grace

Shall be to you for your laugh.

A poem's honour

Is what binds well all

Reindeer to tell of their

Happiness and Spirit,

If not in marriage,

Then in steed. All my being

is in thankful owe." Yukon bowed low to Pinkie Pie. She bounded in joy and returned the bow, even if much more rapidly. A call came from around the doorway.

"Dearest, are you and the others coming?"

"_Attentively, love!_" Yukon's voice resonated like a great singers', his smile beaming.

"Come, I exhort your hunger

You must be famished."

They all were led into the cabin's kitchen. In the sizable and modestly decorated room, they were seated at a large table with wide bowls filled with a thick mushroom stew and other elements of a rustic and genial supper. Rarity seemed pleasantly surprised with the quality of the food, yet Spike found it somewhat bitter. Dash and Macintosh both thought it tasted slightly unusual to their preferences, but agreed it was enjoyable nonetheless. Fluttershy and Pinkie Pie both thought it delectable from the first spoonful, and so Fluttershy was the first to speak.

"What made you want to work in a Zoo, Yukon?"

"It was my father's

Trade. In noble and well-proud

Service, he worked.

Father loved it

And so do I. So it goes

That my zoo has thus

Become legacy

And generational.

Restoration however…"

"Can you talk to the animals?"

"Not really, although

I understand them very well;

Thoughts and motion.

Actions I see,

The animals tell me much

Of in their minds." replied Yukon, quite engaged with Fluttershy's simple questions.

"Is this similar

To your interests, friend?

You question aptly."

"I can talk to the animals. I love to care for them back where I live." she said timidly but happily. Yukon and Fluttershy began a long conversation regarding their interests as well as for the future of the Zoo in how he might set about repairing what had been done.

"So you're all from Ponyville then? What brought you out to Fillydelphia?" asked Cari in a gingerly voice.

"We're looking for a friend. The only information we had was from a stallion in the city, who ran a parlour." summarized Rarity.

"Ah, you probably mean Whisp, if you were talking about MBE. We should invite him over for dinner some time, it's been so long." replied the reindeer, with a generous gleam in her eye. "Well, I hope we were able to help your friend-search. You'll all be staying for night, yes?" she offered politely. Thunder rumbled outside, making all the mares quickly look out at a window.

"Well…" began Dash nonchalantly.

"My insistence!

Too far is it to locate

Nightly lodgings." said Yukon.

"We sincerely appreciate your generosity." replied Rarity.

"Eeyup." concurred Macintosh.

Following supper, the hour was late, and the reindeer ensured the guests all had their own space within the living room near the fireplace, using their packed bedspreads.

"Good slumber I bid,

That fortune may find you all

Come morrow sunrise." said Yukon, blowing out a lantern in the middle of the room's ceiling, and walking carefully out of the space.

"Aren't you going to sleep too?" Cari directed at Macintosh, who was standing still and staring out the window with a silent and wordless expression, into night's restless dark.

"Ah'll be fine. Thank ye again fer yer hospitality." he replied. Cari smiled in response, and left the room in the softening orange glow of the fireplace.

All too quickly, the group realized how tired they were in the darkness, and sleep came.

* * *

><p>In the faded light of a large burgundy-wooded study, Montclair sat poring over notes and books of information, writing up a complex draft in planning for the various already-undergoing or soon-to-be-undertaken heists and capers of his design. He stood, placing his glasses onto the blueprint that sat on his ornate draughtsman desk and walked over to a tall cabinet of wide thin drawers, pulling one open and extracting a large sheet of a floorplan, and returning it to his desk. A knock beckoned his attention from his work. The door opened at the same time that he looked up.<p>

"Mr. Montclair, preparations are complete, should we commence the Interview?"

"Presently, Baws, presently. We shall see to it once our Guests have been accommodated from their trip."

"Mr. Montclair, I doubt the ponies will be tired from sitting in a train for more than a whole day."

"Oh go bother someone else." replied Montclair somewhat playfully, waving his paw dismissively. "I see no reason to rush things."

"Of course sir." heeded Baws.

* * *

><p>In the guest room, Twilight stood in front of the bookshelf near the window while Applejack paced back and forth near the beds, talking aloud and occasionally removing her newly provided hat to examine it. She objected to its color and how new and clean it looked, but was rather annoyed with how little she could complain with how well the russet stetson fit her crown. More than anything, Applejack was quite flustered at the character of Montclair, how noble and chivalrous he appeared, despite having no qualms with being a thief. And how quickly and easily he seemed to have deduced her honesty.<p>

"It just don't make no sense that he'd steal somepony's things and then just be all fine with it! He can't be all 'right in the head'."

Twilight pulled a book out from the bookshelf, examining the title. _"Hmmm… Most of these are historical reference to architecture and art…"_

"Twilight, are you listnin'?"

"Sort of. I'm seeing if there's anything useful in here…" replied Twilight, pulling a few more books from the shelf.

"Useful for what?"

"I don't know, any kind of helpful knowledge, something."

"What do you think of Montclair?" Applejack had a certain difficulty with pronouncing the name correctly through her accent but somehow she managed, as if out of some kind of mysterious unthought-of respect.

"I don't agree with what he does, no."

"Well, I-" a knock interrupted Applejack's reply. With only that moment's notice, the door opened and one of the unicorn guards, still wearing a gray vest and hat stepped inside the door.

"Miss Twilight. Please come with me."

"Me? What about Applejack?"

"Now, Miss Twilight, if you don't mind." insisted the guard in a tone which neither of them liked very much. Twilight gave a look to Applejack, in hope and trust of fates unknown, and Twilight approached the guard. The two of them exited the room, leaving Applejack alone with her thoughts.

The guard led Twilight down the hall away from the rotunda and through a large decoratively carved pair of doors into a tidy-looking study. A variety of large drawer-chests and file cabinets filled the room, except for a big black box-like object near the back. As they approached, it became clear it was a makeshift room separator using large light-blocking curtains. The guard ushered her inside, and behind the curtain was a small square table with stools at both ends, one of which already sat another one of the guard unicorns, although his hat had been removed, his hooves resting on a small set of stationery. Above him dangled a small tin can via a string, which lead up and out of the curtained space behind the curtain on the other side. Unseen observers apparently would be viewing (or at least hearing and replying to) whatever would be happening.

"Good day Miss Sparkle." said the guard, nodding politely. His voice sounded far more well-spoken and approachable than the guards that had escorted her and Applejack from the train earlier.

"Hi. What's going on?" she said, looking around the space.

"This is the Interview being conducted by Mr. Montclair to ensure that you and Miss Applejack have relatable levels of honesty."

"Why?"

"Mr. Montclair intends to inform you on a certain 'Finding Spell' to locate the Gem. However, he doubts it'll work unless you and Miss Applejack are on the same level, so to speak." said the guard. He shuffled the papers a little, looking down to ensure they were in the right order. "It also serves the double-purpose of verifying facts he has on you and your friends."

"Why would he want to know about that?"

"Mr. Montclair keeps excellent records of all beings involved in his endeavours." said the unicorn. He gave Twilight a personable raised-eyebrow. "(I suspect it's a habit of his to keep things super-organized or have complete collections or whatever.) Whatever the reason, he thinks this interview will serve both those interests. You'll participate then?"

"Well, since I'm already here." said Twilight, slightly resigned and ever-so-partially annoyed by the rhetorical question. She sat down.

"Good." The unicorn looked down again at his papers, what little friendliness he had indicated, fading into a non-biased tone. "Some of this will be in yes or no questions, some of the answers will be left for your own words. However the first half will be all yes or no. This is the first question; Do you understand?"

Twilight slightly adjusted herself in position and in mind, realizing the exam-like nature of the situation.

"Yes." she replied simply.

"Your name is Twilight Sparkle; mare unicorn, resident of Ponyville, native of Canterlot, librarian of the Books and Branches Library, appointed and funded by Princess Celestia At Her Majesty's Pleasure?"

"Yes."

"You are Master's Apprentice-apparent to Princess Celestia, the Co-ruler of the Principality of Equestria, and have been so since you were young."

"Yes."

"You have genetic parents whom you are in regular contact with."

At that, Twilight hesitated. She tried to be in regular contact, truly she did. But oftentimes study or things with her friends would delay or belay a given letter for weeks. In the back of her mind's eye she bit her lip at the question, and made a mental note to make a higher point of it for the future. But honestly,

"…Yes."

"You love your parents." Of that there was no doubt.

"Yes."

"You have siblings."

"Uh… yes.." Twilight felt she should have seen that question coming, but like the contacting her parents question, it was undesirably penetrating in so few words.

"Are you in regular contact with them?" he wrote something down.

"..Sort of? Spike often acts a lot like a littl-"

"Yes or no." interrupted the guard.

"..Can I pass?"

The guard's ear perked upwards at the can above him, and his look returned back at the papers in front of him.

"Fine. Moving on, you enjoy having friends."

"Yes." Again it was a question that seemed almost needlessly straightforward.

"You have six best friends."

"Er.. seven, if you include Princes-"

"Yes or no, Miss Sparkle." _"This guy doesn't really lend himself to compromise." _Twilight thought.

"No, I have seven."

"Of these, five of them are the Elements of Harmony."

"Yes."

"Do you think this is a coincidence?"

"…That really puts a big step of faith into whether or not destiny is a real thing."

Behind the curtain, Montclair listened intently to Twilight's reactions, alongside Zoroko, transcribing the exchange. Montclair spoke to himself quietly.

"Clever filly." he spoke into the can suspended from above. "Pass the question."

The guard wrote on the page again.

"Do you trust your friends?"

"Absolutely."

"Do you believe your friends trust you?"

"Yes."

"Would you trust your friends if your life depended on it?"

The most infinitesimal smidgen of hesitation crept into some ill-begotten nook of Twilight's mind.

"Yes."

"Would they if they depended on you?"

The hesitation grew a tiny margin.

"I think so, yes."

"If you had to choose between saving your own life, or the life of a friend, who would you choose, yourself or your friend?"

There Twilight caught-on to the instantaneous argument of her innermost morals. However, a recollection quickly shut them up. _"Friendship is knowing who to put ahead of yourself."_

However her studiousness spoke first.

"That isn't a yes or no question."

"It's still one or the other. Friend or self?"

"My friend."

"On to the elements.. Pinkamena Diane Pie."

Twilight adjusted herself in her seat as the test seemed to turn in subject matter.

"Mare earth-pony, resident of Ponyville, baker for the Sugarcube Corner and tenant of the proprietors, the Cake family. The Element of Laughter."

"Yes, that's all correct."

"Is Pinkie Pie always representative of Laughter?"

An interesting question to be sure, Twilight had to think for a moment on it. She held her hoof to her chin.

"This is one of the My-own-words questions?"

"It is."

Twilight continued thinking.

"Not really _always_, just, most of the time. Someponies don't react in the best way to her, since she's pretty unpredictable and... Well… the way she acts is entirely all her own. I know that there are some folks in Ponyville who don't really get her, or didn't mirror her happiness at meeting for the first time. I know I didn't. And she can get pretty down if it seems no one likes her. But if there's anypony in the whole world who knows how to forgive and forget, it's Pinkie. Laughter I guess is just the audible part of her that shows it. She's a great friend."

The guard wrote something on the paper and spoke again.

"'Lady' Rarity. Mare unicorn, resident of Ponyville, owner and shopkeeper of Carousel Boutique, private fashion designer for commission or personal service. The Element of Generosity."

"I think she prefers Miss over Lady, but then again it's kind of weird thinking about it. Me and my friends just call her Rarity. But the rest of it's all right."

"Is Rarity always representative of Generosity?"

"It's odd when you ask it- Rarity no doubt is one of the most generous ponies there is. But the weird part is that while being like that, she's often not all that selfless. She can be pretty attention-seeking and vain, even to a fault. But her friends usually point it out to her before she gets carried away. When she gets into a giving mood, she often entirely forgets how much work her promises can add up to. Someday I hope she'll learn how to properly balance selfishness and selflessness."

"Could you describe her family?"

"Her family? I don't see her parents much. Sweetie Belle hangs around with a few school fillies like Applejack's sister. I don't pay attention to them very much actually- they're way too energetic for me to keep up with."

"'Fluttershy'. Resident mare pegasus of Ponyville, native of Cloudsdale, civil freelance animal protection worker…" the guard raised an eye at his paper as he read it. "No other details provided…? -The Element of Kindness."

"She lives in a cottage near the Everfree forest, and I don't think she actually has a formal job. She just does what she does for her own past-time."

"How representative is she of her element?"

"How high is up!" chortled Twilight. "I don't think you'd ever be able to find a kinder gentler pony anywhere ever. She's shy and easily scared but her tiny sort of ego really makes it surprising how big of a heart she has. She's patient, honest, modest, loves to help, but how shy she is can make it hard to be herself. It's why I tell her to be bolder, but she's sort of slow to change. Not that that's really a problem…"

The guard wrote again.

"Rainbow Dash. Mare pegasus, resident of Cloudsdale and Ponyville. Municipal weather patrol and control. The Element of Loyalty."

"Oh my, where to begin with her? She's a great pony, probably the best flier in all Equestria. But she can be egotistical and a bit brutal. Then again, I'd much rather her be harsh with her honesty than any gentle liar. She's fun to be around because of how she likes action and excitement- assuming she's not having a nap."

"Loyal then?"

"Always."

"…Alright. Applejack Apple. Mare earth-pony, resident of Ponyville, farmer and part-owner of the Sweet Apple Acres property. The Element of Honesty."

"Applejack.. she's kind of like Rainbow Dash, but more down-to-earth, if you get what I mean." replied Twilight with a twinge of humour at the reference. The guard remained stoic and wrote something else. "She loves her family and her farm- I don't think I know anypony who works half as hard as she does, and I guess one of the best tells that she's really honest is that she's a bad liar. I think though her pride is actually a kind of a big fault. She's honest to anyone except herself, ironically."

"Could you describe her family?"

"She lives with her granny, her brother and her little sister. I don't see Apple Bloom much, she hangs around with Sweetie Belle and a few other school fillies... Big Macintosh stays on the farm a lot and we don't talk much- he's a stallion of few words, if any. Granny Smith is, well, kind of weird a lot of the time, but I guess she's earned the right to be eccentric if she wants to be, since she's so old."

"Do you think of Big Macintosh as a friend, or perhaps anything else?"

With that, Twilight's head bobbed backwards in surprise at the somewhat obtuse query, not really knowing what the guard meant.

"Well, I guess I think of him as an acquaintance. I really don't know him all that well since I almost never see him unless I go to the farm or he comes to town. Did I mention he doesn't talk much?"

"Apart from your assistant Spike, have you ever considered the fact that he is the only male within the circle of your friends?"

Twilight's surprise turned into a suspicious sneer at the implication, wordlessly questioning the practicality of the answer with her face.

"What has _that_ got to do with my honesty?"

The guard's expression betrayed a feigned insistence on neutrality, leaning more towards some kind of personal fancy.

"To verify what extent you're willing to be open to us. He's a fine stallion to be sure, don't you think so?"

Twilight's reticent sneer remained.

"…I guess." she said, with a raised eyebrow. The guard shuffled his papers in such a way that it obscured his mouth, seemingly finished.

"And you know what they say about stallions with big hooves…" murmured the guard in a voice that was louder than he had intended. As soon as he uttered it, his eyes flared slightly at his slip.

"Big shoes?" replied Twilight, growing slightly more weirded out. The guard subconsciously thanked a sweet nothing at the miss of the euphemism as he covered his tracks, responding

"..Yyes."

"She must not get out much." quipped Zoroko quietly, focusing on his typewriter. Montclair's eyes burned at the slight, staring at the zebra. He slapped him on the back of the head. The subdued *thwack* from behind the curtain indicated to the guard that the Interview had been largely concluded, for which he was most grateful to be escaping from his impropriety.

"This concludes the Interview, Miss Sparkle. You will be escorted back to the guest room while we analyze the results. Thank you for your participation."

"Okay." said Twilight, in an ever-so-partially grateful, ever-so-confused tone. The curtain was pulled open and the two guards from before escorted Twilight out of the study.

Without knocking, the first guard pushed the door open, making Applejack jerk her head upwards from a wall panel near the bookcase. It seemed the guard did not notice, and Twilight was pointed into the study. Without a word, the guard exited and close the door again once she entered.

"Twilight?"

"That was weird." she summarized.

"What'd they want?"

"They asked me a few questions about my friends and who I trust. It was pretty simple but some of the questions were pretty strange." Twilight tilted her head noticing Applejack's continued stance leaning forwards near the bookcase. "They said the interview was for seeing if I had the same "level" of honesty as you, Applejack." Applejack was listening but still focusing on the odd corner of the room.

"Well maybe we won't have t'worry about whatever it is they wanted you for if we can escape. C'mere." Twilight followed and looked at the same place her friend was. The wall was engraved with a repeating rectangular pattern all along the bottom edge, at least to a whole pony's height. But Applejack seemed intent on focusing on the bottom corner of the rectangle nearest the bookshelf.

"What?" said Twilight, not understanding.

"Look, this corner here." Applejack pointed her hoof to a tiny seam on the edge of the rectangle, as if the one panel was a separate piece of wood that fit perfectly. "It looks like it's been cut. Maybe this is a secret door." Twilight examined the panel herself.

"You're right, it must be. Look at the top edge, the wood grain doesn't match up." Applejack did so and noticed. Twilight bent very low, as if she was trying to lick the corner where Applejack saw the gap.

"Twi? What are you doing?"

"…I can feel a little bit of air movement on my lips through the crack." she stood upright. "It's hollow behind this panel."

"Well then let's open 'er up. Stand back." said Applejack, turning around and readying herself to buck.

"No Applejack, that'll make a bunch of noise. Try pushing on it."

Applejack backed up and pressed on the panel with her rear hooves.

"No dice. It's solid as a rock."

"There must be a secret opening to it somewhere…" said Twilight. She began examining the bookshelf.

"Twilight, this ain't time to read, it's time to escape!"

"I read in a book once…" reminisced Twilight, browsing the titles left to right, then down a row. She stopped at an unobtrusive grey jacketed book that had garnered some dust.

"_The Right Way to Do Wrong: An Exposé of Successful Criminals, by Harry Hoofini_" "Harry Hoofini was a famous escape artist. Maybe this could-" Twilight pulled the book and found it was tied to a string that led into a small grommet hole in the back of the bookcase. She pulled the book further out and the string went taught. Tugging on it, the string would not budge. She pulled harder and the string gave way, letting out only but an inch more, before stopping solid again, followed by a rather pronounced *clack*.

Twilight and Applejack stopped. She replaced the book, noticing the string still taught as if it was being wound back up. The panel swung open to reveal the darkened and graying joists in an unlit passageway in-between the panels of the guest room and whatever room was on the other side of the wall. Twilight admired the curiosity.

"Nice work Twi."

The hollow emptiness of the passage in-between the walls beckoned both intrigue and caution with a very quiet murmur of air moving through.

"It's awful dark in there. And I still can't use my magic, how are we going to see?"

Applejack lit and grabbed a candleholder from near the beds. They ventured inside the passage, noticing it went probably half the height of the room but barely a pony's width wide, making the space somewhat tight and very narrow. Brownish pipes spanned above, and the wood made the sort of creaking that one could feel underhoof but made no sound.

Twilight looked back to see that the panel door had some kind of blue-pedaled mechanical system that drove the hinge, and that it could be opened from the passageway's side. She pressed the pedal and the door slipped closed and locked. Travelling some distance down the passage, they came to a stairway within the passage. They continued up the narrow stairs, until it levelled off again and turned sharply. Following in it, eventually it lead to the passage bending as if it surrounded a round room.

"We must be above his trophy room."

"No.. That's not right, it can't be." replied Twilight. "I sort of remember how the rooms and halls were shaped, if we're going out and between them. If we were above his trophy room, this passageway would bend to the left, not the right."

Light issued from further beyond the bend. They cautiously moved forwards and found the light's origin- gaps in the passage led behind a series of thick, densely clustered pipes straight up and down, that prevented direct viewing of obviously some bright thing in the room that they lingered above. They walked a bit farther and found another gap, again covered with pipes, although not as thickly clustered, but the pipes themselves were larger. They peered through the gaps and found another room, ornate like the trophy room, but it had no glass cases in it. They tried to look downwards and saw a large console with numerous buttons and three keyboards on it.

A prominent clash of doors opening drew their attention to the opposite side of the elliptical room, showing Montclair being followed by Baws, Zoroko, and a guard unicorn that Twilight identified. The well-dressed diamond dog sounded displeased, as if he had been very angry recently but was calming himself.

"…None of it. You should thank your stars that she didn't catch on."

"It won't happen again, Mr. Montclair." replied the guard.

"That's the guy that interviewed Me." whispered Twilight. Montclair continued.

"The 'big hooves' business was- ergh…" Montclair put his paw over his face as he walked, and then stopped. "…I _really __**don't care**_ what you think or read about when you are not on duty, Mr. Roy, but if you _must_ be dedicating yourself to thoughts so rash, please **do make a point** of differentiating such pursuits from your voice, or I shall make you wish you had." he finished emphatically and with a subdued inflection of rage, pointing one of the claws of his paws between the eyes of the unicorn.

"Yes, Mr. Montclair." replied the guard sheepishly. Montclair turned to face the console.

"As you were."

The guard turned and closed the doors as he left through them.

"Big hooves?" asked Applejack, slightly confused.

"He said in the interview that I'd know what's meant by Big Macintosh having big hooves."

Applejack nodded at Twilight. Then her expression switched to a bizarre shape that was half embarrassed and half incensed, her mouth open about to ask something.

"Big shoes?" continued Twilight. Applejack's face melted quickly back into something more common but also elusive in regards to her true thoughts.

"Yeah, that sounds' about right." she replied. Technically Twilight's question had been answered, but with lack of substantial context, she left it, knowing it perhaps was not a matter to pursue at current –especially considering how unexpected Applejack's reaction was. Montclair sat down in front of the console. With the tap of a button and pulling out a large wooden knob, Twilight and Applejack heard a shudder and then all the pipes in front of them made a very soft *whud*. The entire room became silent, and they held their breath, feeling slightly exposed by the gaps between the covering pipes.

"So then. Miss Sparkle's results," began Montclair, extending his arms outwards to space his wrists before coming to a ready position in front of the console's keyboard. "Can we trust our essential elements?" he began playing on the keyboard, emanating throughout the hall a sweet spritely song from the pipe organ, resonating with a likable charm.

"Honesdy is not often equal, bozz. Anyone who says dey're perfect is lying." said Zoroko. "Aldough it was nice to get some facts about her straight."

"Her cooperation I'm sure will come if we do as we say we'll do." said Baws. "If we say they won't be hurt then that's what will happen. If we say lunch is served, so be it." said Baws.

"Am I not a dog of my word, Baws?" replied Montclair. "I never thought those things were in question."

"Of course, Mr. Montclair."

"In regards to the morality questions, would you say they fit her bill?"

"I suppoze so," returned Zoroko. Montclair pulled a knob on the console and the sound grew louder and grander, into a rich bombastic timbre which almost deafened Applejack and Twilight as they stood behind one of the ranks of pipes. The music obscured their hearing of the conversation.

"Let's keep movin'." suggested Applejack. They walked cautiously and quietly, although easily drowned out by the pipe organ. The passageway turned into a small, still squarely shaped cave made of some soft grey stone. A tiny window on one side gave Applejack sight, which she then let Twilight look out. They saw that they were overlooking the large cavernous space of the apparently subterranean train depot, where several of the red-striped coaches sat by themselves. A couple of ponies where making themselves busy with what looked like either cleaning or repairing the train. At the far wall they could see that the cars were closed-in by large thick metal doors- One of a group of three, adjunct two other rail platforms in the cavern, which sat empty. On the opposite end of the rails for the platforms, the tracks continued into tunnels that went into darkness.

They continued on through the cave keeping quiet, and the passageway came to a sharp turn, and then another. In a small alcove of the passageway they found another doorway entrance with a blue pedal and machine attached to it. Being only narrow enough for one pony, Applejack snuck forwards and gently pressed the pedal, making the passageway door creep forwards and open to about the width of an inch, before she stopped and peered out. The edges of her sight made her think the passage door was hidden inside a wooden wardrobe. The room she looked into seemed rather stark and painted with a light gray. Out of the furthest edge she could see what appeared to be metal bunk beds.

"The Broncos won? That's a surprise." said sturdy male voice. Applejack's heart leapt at the surprise, and she turned her view out the crack to the other direction to see a doorway from which the voices were coming from.

"Yeah. Eight-five is what I heard. Not too shabby for the first game of the season." said different male's voice.

"Maverick's gonna be so mad when he finds out he lost, Lone." said another.

"Seventy bits, fair and square. I'm just happy Lady-Luck decided to smile." The voices laughed, and sources became visible; three dark-coloured unicorns entered through the doorway, wearing nothing except steam emanating from their freshly showered bodies, one of them carrying a towel over his neck and another holding his own towel aloft with magic. Some warm feeling sourced in Applejack.

"Applejack?"

"Nothin!" she said abruptly, pulling away. Twilight looked at her befuddled.

"What?"

"Er- I mean, I see Montclair's guards."

"Let me see." They shuffled awkwardly but quietly, allowing Twilight to see the stallions just as they passed out of view. "Looks like a staff barracks. This must be where they go when they're not on duty. Let's keep looking around."

"Right." Applejack took satisfaction that her expression couldn't be noticed in the dark. They closed the secret door and continued. Eventually the passageway led to an attic-like space with nothing in it but insulation, some roof beams and metal pipes venting out of the ceiling below them. Twilight coughed carefully at the stuffiness of the air in the space.

"This looks like a dead end." she said. Applejack cautiously balanced herself on a middle beam and walked down to one end and looked down through a grate.

"It's a kitchen!" she observed. Through the grate she could see a few different cooks preparing some meals- four different varieties were apparent. Most of the chefs were preoccupied with feeding some variety of a large group, preparing food that looked appetizing and very much like a large work-lunch, half suitable for ponies and half suitable in all likelihood for diamond dogs. Another small few of the cooks seemed to be preparing some kind of special meals, for two diamond dogs and for two ponies.

"He wasn't lyin' about the food stuff, looks like. They must feed an' army!" said Applejack quietly. Appetizing aromas of caraway and cinnamon drifted to her nose. "Smells awful good too." Some unwanted and unintended gurgle in her stomach at suddenly feeling hungry caused Applejack to belch accidentally. One of the chefs below looked up and Applejack turned away, hiding herself from the vent.

"…Ah it's just a little burping-beetle." quipped the chef, and continued with his work. Applejack sighed in relief.

"Applejack!" whispered Twilight. "C'mon, if they're making lunch then we've got to get back to the room before they serve it."

Applejack returned the way she came, and the two of them exited back into the passageway, all the way back and around, overlooking the organ hall. Montclair was still there but his comrades had departed, and he was still engrossed in his piece of music, which sounded as if it was soon to end as the rivulets of the notes rose up and down, and his paws swam around the rows and registers of keys.

As they rounded the bend of the passageway just near one of the pipe ranks, Twilight's flank bumped a protruding nail.

"Ow!" It made her bump away from the wall and into the supporting strut for the rank's pipe cluster with an obtrusive *thump!*. The music climaxed with a discordant tone, sounding like Montclair had been distracted by an offending non-musical noise.

Applejack and Twilight froze in position.

Montclair paws returned to the keys and continued playing the piece as if his off-key pause was part of the song, playing rapidly and amusedly. Twilight looked at Applejack and the two thought the same thought.

"_That was close."_

They returned to the room panel door, opening it with the blue pedal, and shutting it by pushing it closed. Twilight and Applejack noticed each other, covered with a tiny layer of dust.

"Yeesh." remarked Twilight.

"Rarity'd have a heart attack if she went in there." joked Applejack, who shook herself off. Twilight seeing her do so did likewise, making a small grayish billow come from her hair.

As soon as they settled, the door knocked and opened, revealing Baws, holding a thick brown book.

"We've conferred that Miss Twilight's honesty will be acceptable. Miss Twilight," he held up the book. "Please study the contents of this book related to the Gem of Euphony, as well as the Finding Spell. We plan on making an attempt at its discovery later today, if possible." he placed the book in front of her. "Thank you for your assistance regarding the matter."

"No problem." said Twilight, slightly suspicious.

Baws didn't evoke much of a reaction beyond a nod, and exited the doorway. Twilight felt an odd blump of numbness, and then remembered the Disenchantment Chain on her horn. She picked up the book, it being surprisingly heavy for her since it had been such a long time since she last actually had to open a book without magic. She loaded it onto a small desk with a chair that sat near one corner of the room and opened it up.

"So we're gonna actually help this thief guy?" asked Applejack.

"Well, since we don't really have any other choice, and if it means going home." Twilight replied. She flipped to a page and started reading.

"If you're gonna do that, then I'm gonna come up with a plan B for escapin'. I just don't trust that Baws feller."

"I don't either, but I think Montclair might honest enough."

"…Maybe…"

"Regardless what happens, you were right when we were back on the train. All we have to do is keep out of enough trouble and our friends will find us eventually."

"Yeah. Friends never let each other down." agreed Applejack.

* * *

><p>Montclair sat, having returned to his study, listening to a secret sound pipe mounted in his table. He sat back in his chair pensively.<p>

""_Our friends will find us"__? Why would they be missed?"_


	6. wherein Glue is Manufactured

Chapter 6: wherein Glue is observed being Manufactured

Big Macintosh waited. Standing, staring into the window unmoving and patient, he peered out of the glass, watching the night pass and day arrive, and once the sun had long since rose, he finally considered moving. He turned and looked at the four other sleeping ponies on their bedspreads, and Spike lying near the rock-form hearth of the fireplace which had long since gone out.

Carefully manoeuvring his large hooves, he stepped over to Spike and gave him a nudge. Being a brother, Applejack would have been easy to wake in a personable manner, but Macintosh didn't quite know how to wake the rest of the mares apart from yelling (which would surely awake Yukon and his wife, who had been such gracious hosts) or nudging them in a rather impolite and discomforting manner -inappropriate regarding how he thought himself at the most of times only an acquaintance to them. Friend only by proxy through his sister, and waking them as if they were his sister was too innocuous compared to, perhaps waking a small dragon.

"Huh-wha?" mumbled Spike drearily, a hoof poking him in the back. He looked up and saw Macintosh, calmly looking down at him. "Is it morning already?"

"Eeyup." In that moment, Macintosh confided his admitting of a lack of foreknowledge in a whispering voice, "Spike, how do Ah wake 'em up?" he made a small sweeping motion from Rarity to Pinkie Pie across the smallish space of the living room floor.

Spike sat for an instant, thinking. Then he had an idea, which delighted him.

"Stand back." he said with a smile. Macintosh carefully moved backwards a short distance. Spike seemed to be trying to chew something, then, puffing out his cheeks, he let forth a loud guttural "POOF!" followed by a large bright lime-colored flame which flashed light everywhere. Rarity, Fluttershy, Rainbow Dash and Pinkie Pie all jerked upwards in surprise at the anomaly, bright eyed and Fluttershy scared half out of her wits.

Spike burst out laughing, rolling backwards on the floor.

Big Macintosh gave Spike a disapproving frown. At the same time, Rainbow Dash dove at the baby dragon, tackling him.

"Why you little-!" she said, in some part-joking, part-offended yelp. Pinkie Pie began to laugh at her reaction. Rarity looked to the window. She stretched her legs at the earliness of the morn.

"What time is it?" she said, yawning as she got up.

"'Bout an hour past dawn." said Macintosh. He sounded neutral, but it was well-masking a rather deep exhaustion.

The group disassembled their sleeping things while Spike and Pinkie Pie wandered into the kitchen. Pinkie jumped up to the table, spotting a breakfast prepared for them.

"Lookie lookie! Food's already ready!" she said, bouncing excitedly. Rarity and Rainbow Dash joined her, spotting a large bowl filled with nutty and fruity trail-mix.

"There's a note." observed Rarity, picking up a small piece of paper.

"My dearest new friends,

I have departed early for

work: as usual.

Please enjoy this as

Personal thanks for

concluding your stay.

I hope you find your

missing associates.

Warmest wishes,

-Y"

"That's nice of him." said Rainbow Dash, taking some of the mix into a small bag.

Rarity began to think about their day's itinerary.

"So Yukon's help was to find 'A great behemoth named Aurora'… What's a behemoth?"

"A behemoth is like a really, really big bull monster." said Fluttershy as she entered the kitchen, ever-so-partially nervous at the mention. "They're not very nice."

"Well that doesn't help us."

"A behemoth is just a name for something that's really big." replied Spike. "I think I've heard Twilight say '_Aurora_' before but I don't remember where or why."

"Hwh do you shupposh wo'll fnd out?" asked Rainbow Dash, her cheeks puffed round with food from the bowl, Pinkie Pie matching her funny appearance like a squirrel stuffed out with nuts.

"Hmm.." thought Spike. "What would Twilight do?"

* * *

><p>With much greater ease in navigation than the day before, the group navigated their way back into the city, into the downtown region and in front of a tall colonnaded building. They looked up at the large entrance marked with carved stone. The structure's design made it evident that the Library long out-aged most of the city around it.<p>

"LIBLIOTHECA FILIDELPAEA"

"Spike, we can't just spend all day _reading_ about what Aurora is." said Dash as they approached the door.

"We don't have any other options." he defended his stance. *Gasp!* He stopped abruptly and Rainbow Dash tripped over him, followed by Fluttershy crumbling on top of her, and Macintosh's walk lead him to landing on them both. Pinkie Pie jumped on top of the sudden ponypile for good measure, giggling merrily.

"Gah! Get off me you big red lug!" exclaimed Dash.

"I'm sorry." uttered Macintosh and Fluttershy bashfully, immediately clearing themselves self off, Pinkie Pie still lying on Macintosh's back laughing. Fluttershy shied away at the accident. -Certainly a moment which she did not like, being so nearly squashed so. Dash thought about the moment, considering where to put the blame. For some unconsidered subconscious reason, her eye lingered longer than she intended at Macintosh's apologetic expression.

"Spike, what was that for?" asked Dash. Spike picked himself up, greatly frustrated more by what he saw.

"Look." he pointed to the large glass doors just inside the colonnade, bearing a sign leaning against the door from the inside.

"Closed for cleaning.

please come back tomorrow :)"

"Shucks! Now what do we do?" storming away from the door, he flung his arms upwards in exasperation. Fluttershy looked up at his gesture, and noticed something across the street in Spike's direction above their normal line of sight. Without looking back down, she poked Rarity, who looked up also, followed by Rainbow Dash. Spike stopped and saw them all looking.

"What?"

Macintosh and Pinkie Pie looked up as well, making Spike finally turn around to see their realization. An enormous poster draped from the ledge of the building across the street displayed an equally gigantic illustration of a silvery-white airship with a beautifully arranged title.

"**AURORA**

Cruise Today!

AT THE FILLYDELPHIA AERODROME"

They all looked at each other. The momentary lull of simplicity that the answer had presented itself made Pinkie Pie burst out giggling all over again.

"Aurora's a blimp?" exclaimed Rarity in delight.

"Zeppelin." corrected Rainbow Dash. "But it's at the Aerodrome!" she finished, equally excited. "Let's go!"

* * *

><p>Rainbow Dash lead the way, barely able to hold herself back from flying all the way there, as the rest struggled to keep her pace either in a brisk walk or having to run occasionally. It was about noon when they finally arrived near a wide gray building that sat near a humungous green field, on which sat a graceful leviathan of a white shiny ellipsoid structure with four flat fins on it. It was taller than even spires in Canterlot, and so long it looked like all of Ponyville could fit inside. The top-most fin bore a splendid marking of the Royal Coat-of-Arms in a black and yellow stencil and below that, a registry of letters and numbers starting with 'EQ' and ending with 'DA'.<p>

"C'mon slowpokes!" she yelled, as she neared the entrance to the grand hall of the Aerodrome terminal. Rarity seemed very annoyed at the exertion, but said nothing.

"_It's aright Rarity. Soon enough you'll be resting onboard a giant luxurious airship. Just keep up."_ she thought to herself.

Inside the terminal ponies of a variety of sorts traveled this way and that. Not as dense or crowded as the train station had been, but busy notwithstanding. Clear signs above their heads directed them from local travel to the Airship Dock, where they came to a partition held by thick felt ropes and a small kiosk, with a few richer-looking ponies on either side. A stallion near the partition unhooked one of the ropes and a large swarm of bustling, rambunctious and excited ponies pushed through and past, before he replaced the hook as if that sort of thing was common.

"Who was that?" asked Rarity.

"The Aurora has live performers during most of its trips. People seemed to like her," the porter directed his hoof at the commotion of the group that continued moving away. "Some story-teller or something called The Great and Powerful Trixie. I think management'll want her back aboard some time.*"

The ponies all exchanged looks.

"Do you have reservations?" said the polite mare in the kiosk.

"Oh, uh…" started Rainbow Dash. "We were told-"

"Tickets will be needed before boarding." replied the mare, her voice quickly starting to sound stern, with the expectation that the six were some sort of freeloaders.

"Where can they be bought?" asked Rarity.

"The main Destinations Counter at the other end of-" she drifted off as she spotted Pinkie Pie, doing some sort of hop-skip-and-jump action on the checkerboard tiled floor. She noticed the key-shaped lapel that Yukon had given her, which she had stuck into her hair. "Very good then." she suddenly said. "Have a nice trip." and she opened the turnaround gate beside the kiosk. Rarity, suspicious of the welcome, nonetheless was eager to be going aboard and continued through the turnstyle. The rest followed behind her, carrying into the dock reception area, which for some reason seemed quite empty of passengers or ponies readying to depart. A large set of doors near the far wall opened, and in walked a stallion with a bright yellow sash and matching cap. He looked nervous at seeing the group standing there, his eyes wide.

"You're not passengers, are you?" he said, not blinking.

"Yes… is that a problem?" asked Rarity.

The stallion instantly turned around,

"C'mon, hurry, they're about to leave, you're gonna be late!" he shouted, and ran out. Rainbow Dash sped after him, and the rest of the group charged to keep up. Outside the door brought them onto the enormous wide green grassy field that seemed so small compared to the Aurora, as if it were a coin that a baseball was trying to rest on. The stallion did not lead for very long before Rainbow Dash caught up to him as they started to run the length of the airship just underneath its keel.

"Will we make it?"

"I don't know, they're supposed to depart _right now_! You should have arrived earlier!" he replied. He sounded like his protesting comment shared their plight rather than complaining at it. As they passed one of the large pods mounted outside the zeppelin's body, its gigantic propeller roared to life with a violent growl, spewing a puff of thick gray smoke. Rainbow Dash shot ahead up to the gondola where a gangway was being pulled away. She landed on the stoop of the door where a similar porter was standing just inside.

"We're late passengers, stop the takeoff!"

"I'm sorry ma'am, no can do. We've got to get off the ground and into a holding pattern, some tough wind is expected soon."

"But we've got ponies still getting aboard!" she said, speaking over the air starting to push past the doorway as they started to fly upwards.

"We'll still be over Fillydelphia for another hour before we set off, but we _must _get off the ground _now_. I'm sorry." replied the stewardess. Rainbow Dash frowned and in a huff jumped back out the door. She flew back to the galloping group as they watched the enormous gleaming construct take to the sky much in the way a brick doesn't. Rarity was the first to stop running, followed by the other ponies. Spike jumped off Macintosh's back and watched as the Aurora slowly and gracefully slipped upwards and ever-so-gently forwards.

"They're not leaving yet." said Rainbow Dash, hovering in front of them. "They're going into a holding pattern because of the weather, so we've got a little time to find our own way up."

"A little time? Time for a party!" harked Pinkie Pie. The others heard her, and then ignored the suggestion to take other considerations seriously. Spike slapped a fist onto his other open paw, exclaiming.

"It's easy! You and Fluttershy can just fly us up!" he said, pointing to Rainbow Dash.

Fluttershy seemed contented at the suggestion but didn't smile. Rarity agreed,

"Will it be that simple?"

"Party!" bounded Pinkie Pie behind her.

Rainbow Dash eyed their situation, and fixed her gaze on Big Macintosh, who returned her look of consternation. Dash flew over and grabbed the knobs of his collar and pulled.

"Hrg-" uttered Macintosh, the collar tightening on his neck. Rainbow pulled and beat her wings harder and faster, unable to budge the stallion. She let down and tried to grab him around his body, but her grasp wasn't wide enough. She tried to pull him by the head, her hooves wrapped around his jaw and skull and gave him another equally strenuous tug, straining upwards to no avail. "Ghkckht!" Macintosh choked. Nothing doing, Dash let go and flapped, standing on his back.

"_Woof!_" she exclaimed. "Macintosh, what do you _eat_ in the morning, _rocks_?" her wings relaxing from exhaustion and her bending forward from tiredness. Macintosh coughed and shook his head and neck to regain comfort of the maladjusted collar.

"You weigh like a million tons! Me and Fluttershy'll never be able to carry you." Macintosh's uncomfortable expression turned into a solemn sadness.

"Maybe we could leave you behind, Mac?" suggested Rarity, with a hesitant quietness to her words. Macintosh shot her a look of refusal.

"No way, no how." he said, just short of viciously; Rarity's hesitation justified. "Applejack's mah sister, Ah'm not just gonna stay here when a kidnapper needs findin'."

"A party!" leaped Pinkie Pie again.

"Now what'll we do?" asked Rainbow.

"Party!"

"Pinkie Pie, this is serious!"

"Well duh! That's why we should have a party!"

"How can a party help us?"

"Balloons!" she perked happily, pointing her hooves to the opposite side of the airfield. The zeppelin that had been sitting there earlier, had prevented viewing of what they saw that explained Pinkie Pie's momentary excitement: a factory with a big bold painting on the side, a black lineart picture of what appeared to be Pinkie Pie, bearing the name just above "B&W PARTY INDUSTRIES".

"That… might work." Rarity said.

Venturing to the entrance and through the factory office's doors, there was an open entrance hall that bore white walls, which were the only details that could be seen that were not covered with all sorts of toys, balloons and fun-favours upholstering every surface from floor mould to light fixture. In the middle of the room was a round desk with a secretary, but Pinkie seemed distracted away from her, to a small statue to the left side of the room. Following Pinkie's lead, the group walked closer to get a better look.

"What's up, Pinkie?" asked Dash. Pinkie Pie was eyeing the bronze statue very closely; two ponies wearing a rather fancy suits and one of them (what Rarity noticed to be) a very _very_ rather fancy bow tie. The plaque below it read

"Our Founders

Bow & Wealth"

Pinkie Pie gestured towards the one with the bow tie.

"This guy looks a lot like my dad!" she said happily. Behind them, a mare and stallion in formal business-looking suits walked by. The mare stopped, taking notice of the assembly before the statue. She spoke to get their attention.

"Hello. Welcome t-"

As soon as she had spoke the first word, Pinkie Pie spun around to see who spoke, and froze upon seeing her. The others turned as well, and they stopped as well.

There stood Pinkie Pie and the mare, looking at each other with identical expressions, writ upon their identical faces, bore by their identical forms and framed by their identical manes. The only differences between them were the mare wearing her shirt and vest, and that her coat and mane were a complimentary blue to Pinkie Pie's pink. All present were so surprised that it seemed a long time before anyone said anything.

"Can we help you?" said the stallion behind the apparent blue Pinkie Pie, adjusting his glasses on his faded yellow face.

"You look just like me I don't believe it, are we identical twins, huh? Because that would be amazing and incredible I already know I have two sisters but having a third, that would be the best don't you think so I mean c'mon this is amazing!" expounded Pinkie Pie rapidly, jumping this way and that.

The blue Pinkie Pie simply watched her bounce around in amazement.

"I'm Tinkie Tie-" introduced the blue mare, delighted but still confused by the presence.

"Ohmigosh I'm Pinkie Pie!" she shouted, grabbing Tinkie's hoof and giving a vigorous shake.

"I'm Wealth Goodcents, is there something we can help you with?" said the stallion.

"We need balloons!" exclaimed Pinkie Pie, amongst her diving and leaping around and thorough confusing of Tinkie.

"Who are you?" asked Rarity to the stallion.

"I'm the chief manager and Tinkie is our CEO after her father, we run this company. –Uncanny, how similar your friend looks." said Wealth.

"What? No way!" said Pinkie. "Her eyes are too close together!" she said, pointing directly at Tinkie's face. Tinkie and the others laughed.

"We missed our flight and were wondering if we could have some balloons." said Rarity, countering Pinkie's excitedness.

"That, we might be able to help with." said Tinkie. "C'mon, I'll give you guys a tour on our way there."

She led them to wide doors on the other side of the hall, which lead down a walkway with doors on either side for a distance, until on both sides the doors ended and became windows. Through the windowpanes they could see a wide variety of large machines- big mills, moulders, conveyor belts of various kinds- some colourfully painted, and some dark, metallic and greasy.

"This is the manufacturing floor. All of our products that made here are the most popular and most successful of any in our lines." said Wealth. Tinkie pointed to one large one as they walked. It was a giant device with a variety of different coloured pipes leading into it, each labelled and with their own valve.

"That one is the Pièce-de-résistance, our Master Balloon-Maker." said Tinkie. The machine gurgled make a nominally loud "PLOP" sound, and out of a large open-ended pipe it spat hundreds of deflated balloons, all bright orange in color. "Invented by my dad Bow Tie, it's been in operation ever since the company started."

"Wow." Rainbow Dash took in all of the industry. It made the Weather Factory on Cloudsdale look like a kitchen-sized operation in comparison. "Several other companies all over Equestria have tried to replicate its balloon-crafting technology, but nopony has succeeded in making as high of quality balloons as we do." boasted Wealth. Pinkie Pie was ooing and aahing at every single device she could notice.

A giant shiny diveted metal press slammed down and held there for a second, and with a gust of steam opened again, showing dozens of sparkling pink popsicles with frost on them. A stallion with a vivid orange vest pushed them all off the plate of the press with a white push-broom, and then stepped off, resting the broom upside down against the railing near the machine. He raised a hoof to a different pony below him, and the two of them approached two different control panels on opposite sides of the machine, pressing a button each simultaneously and the press began again.

They continued down the hall past the wide reaching factory floor, and the hall came to an end with a door that looked similar to the one at the beginning of the hall. Through it, they began walking on a steel-grated catwalk above a wide open room filled with shelves from floor to ceiling, what must have been four or five stories high, all of them filled with giant crates. Each one of the crates probably could easily fit two of Big Macintosh inside. Rarity disliked the feeling of the metal floor, and then noticed the workers in the wide room. All of them were wearing garish bright yellow vests and matching hardhats, standing by vents that poured inflated balloons into nearby crates.

"All of our distribution is done within the walls of the factory, so as to keep other businesses spies out of the mix." said Tinkie casually. "We-"

"HEAD'S UP!" bellowed a voice from below. A few ponies dashed away from a largish crate sitting on the floor in the middle of an aisle, with a thick strap that snapped with a loud *Crack!* and lashed against the floor. The huge wooden box began to slowly and non-menacingly drift upwards. Two stallions with a red hardhats and vests trotted over, holding some ropes and a new strap.

"Oh dear…" said Wealth. "I'm sorry you had to see that. Accidents happen from time to time- but we pride ourselves on our safety record- we recently had the national record at 328 days without incident..."

The two party-company ponies lead the group on, down the catwalk and through another door into a new long hallway. As they passed through the door, a loud mulching noise came and went.

It sounded again, like an agonizing and violent buzz that faded to a lower pitch, then resumed to a high one.

"What's that noise?" asked Rarity.

"That would be our adhesive production. All of our product's adhesive is made in-house from local resources." said Tinkie amiably. They passed by a window which showed a very long grinding machine, with a series of pipes pouring into a large round vat filled with some kind of milky reddish-brown substance. A stallion overhead was using a large collar-bound paddle to move it around, his face obscured by a breathing mask. The loud buzz detestably rang out again. Passing the closest edge of the window they were given full view of the machine, attended to by two ponies in front of a big dumping wagon, filled with broken limbs and branches. The grinder sucked in what looked like the majority of a tree, emanating the disturbing noise again.

"We use local plant waste to make the finest natural-resin glue money can buy." said Wealth. Big Macintosh started thinking about a new use for the scrap wood he still had left back on the farm.

"On our right we'll be passing past Quality-Assurance testing."

They continued to walk in silence for a while, passing past the long room of the tree grinder. It hollered another buzz sound. Presently on one side another series of doors began, each accompanied by a tall window. In the first, there was a mare wearing a safety mask and hardhat, held partially up by a bungee on a mobile pulley, as she jumped up and down on a pogo stick. The next window showed a bright green pony winding some small, similarly-coloured jack-in-the-boxes. The first three had been sprung, he wound a fourth and it popped just as surprisingly as it should have, which he smiled at. The fifth he wound, popped, and frowned at how the door opened but no jack was inside.

"Excuse me Ms. Tie, but I'll be heading off now, I'll see to today's matters myself. Good day, fellows." said Wealth as he turned and left through one of the doors. Tinkie waved and continued.

"Our standards for fun and party-induced-stresses ensure our part favours have unparalleled quality. Subjecting them to the most rigorous testing of anything short of blowing them up." She described. They passed by a window which had a fluffy-stuffed lion toy sitting in the middle of a dark room with rave lights moving around above it. Beside it were two huge speakers, obviously blaring extremely loud music directly at the stuffy. Behind it was another soundproofed window with several ponies standing with clipboards and ear protectors and one with blue hair wearing only sunglasses. They continued to watch the toy being nudged by the vibrations of the heavy beats.

"And here is where we pass into Research & Development." indicated Tinkie, pointing at a green line on the floor just before another door. "Of course, what you see behind this door is a secret." she said with a smile, gesturing a zip-over-the-mouth. They entered through and the hallway was much as it was before, except the walls were painted a soft cyan color. Through the first window was a stallion wearing a white body-armour suit and thick padded helmet, behind him several cameras and another window that showed some ponies with clipboards.

"This quarter's R-and-D is Industrial-Strength Pranks, amongst other developments."

The stallion approached a black chair that was bolted to the floor, with a normal-sized whoopee-cushion on it, marked with black and yellow crash-test tracker markings. He slowly sat down and the tiny prank-bag rocketed him suddenly across the room with the sound of a tiny fart.

"YIIIIIEE!"***THUD*** he slammed into the far wall outside the sight of the window. The ponies in the other window leaned down and began writing on their clipboards. Rarity gasped at the action.

"Prospects are promising and developments are regular, albeit a teensy bit slow. But I guarantee nopony has anything else like it." said Tinkie optimistically. They passed by another window which showed a metal arm slowly extending towards a foam pony dummy. The arm was wearing a yellow and red joy-buzzer, but immediately on contact the dummy burst into flames with a flash. Two other ponies ran up and doused the dummy in a clear blue fire retardant.

"Expect to see some new products on the shelves for the quarter after next, but don't tell any investors that." she said.. A stallion came out of a wide door pulling a pallet truck that carried an enormous version of a green jack-in-the-box and slowly moved past them. Spike jumped out of the way to avoid being run over, and the stallion with his enormous jack turned into a different door. Another window they passed by showed a dark pink pony carefully filling a small metal can with some gray liquid, fed by a hose. The pony carefully pulled the hose away and attempted to delicately place a cap upon the can, but it exploded with a loud *BANG!*, rendering the pony covered in bubbly suds.

"Ah, our most secret secret development. _Fizzy Drinks_, sold in a can. Anypony with a drink-bubbler can make a soda, but we hope to sell them on store shelves, pre-fizzed. Very hush-hush." Tinkie explained, with a wink.

Tinkie led them through one door that turned into a blank gray hall that extended a very long distance with nothing in it at all except one other door on one side, beside a fire extinguisher mounted on the wall. Inside, the room was black. Once they were all in, Tinkie closed the door and it resonated, echoing as if the empty blackness was a very wide open space. With rhythmic clacking, some far distance away, rainbow-like colors began to approach, soon indicating banks of lights on a very high up ceiling turning on in sequence, obscured by a thick layer of multi-coloured balloons hovering near the ceiling. All of them dangled a forest of thin strings below. Pinkie Pie ran off, dancing and prancing amongst the strings and singing a merry jingle.

"These are all rejects and misprints. Every hundred-thousand or so, the balloon-maker switches colours and it often occurs that one or two will come out like these." she pulled a hoofful of strings down and showed them some of the illustrious balloons, some with thin lines and some with regular spots of a different colour. "You can have as many as you like of them, it's not like we can do anything with them."

"Why not sell them?" asked Rarity. Tinkie Tie looked at her sceptically.

"Sell them?"

"Instead of thinking of these as failed solid colours, you could market them as Striped or Polka-Dot. Not everpony just likes solid colours you know."

Tinkie Tie was dubious at the suggestion, thinking of a reason why she hadn't thought of it before.

"What makes you so sure that anypony would like it?"

"_Darling_, I design dresses, and everyone likes variety here and there. It's the spice of life!" said Rarity, pulling down a balloon with rather curiously well-done doyleys on it. Tinkie stood pondering for a moment. Pinkie had run back and started tying enormous bunches of balloons around Macintosh's barrel, much to his surprise. She carried on as Rarity and Tinkie finished their exchange.

"I suppose you're right. Thank you for the idea… may have to get on that… Anyways, take as many as wish. There's an exit over there," Tinkie pointed to a large hangar door on the side of the wall of the enormous room. She turned to leave through the door which they entered through. "Thank you again!"

"And thank you!" said Fluttershy, as she hovered above and started to get some balloons of her own. Rainbow Dash began hovering in front of Big Macintosh.

"Feeling lighter?"

"Sorta, Ah 'spose." he replied, looking behind him and lifting a leg.

"C'mon, let's go get that blimp." said Rarity eagerly.

"Zeppelin." reminded Dash.

They walked through the exit doors which opened onto the airfield, obscured only by a chain link fence and a small ditch. The two pegasi looked at their situation. Somehow Pinkie Pie had entangled herself in enough balloons that she simply hovered by her own volition at eye level with Spike, slowly approaching him. Spike stepped sideways and simply watched with a bizarre awe as Pinkie Pie continued drifting straight forwards. Pinkie Pie laughed, and began slowly travelling in an odd upward arc.

"Spike," Rainbow Dash began in a captainy voice. "Climb on Macintosh, Fluttershy will carry Rarity and push Pinkie Pie." In a most strange sensation, Macintosh found it difficult to bend lower but he did, and Spike clambered up. Fluttershy then hovered close to Rarity and grabbed her. "I'll push you, okay?" said Dash, looking at Macintosh. He looked up at the balloons, and how they were tied around his body. He looked like a technicolor hot-air balloon.

"Ah feel ridiculous."

A sudden gust of window pushed the balloons and he was forced to run forwards or else be dragged, and saw the ditch rapidly approaching. Spike screamed in surprise.

"Macinotosh! Jump!" exclaimed Rainbow Dash, chasing after. Macintosh knew that even with his best effort, he wouldn't be able to go higher or farther than likely implanting his head into the fence, but jumped at the command in blind hope. He shut his eyes and a strange moment passed in his mind when nothing seemed to happen. He opened his eyes and they saw that he was still in the air, slowly drifting upwards, in a long parabolic arc, well clear of the fence and well onto the field. As the ground approached, Macintosh realized how fast he was still moving, and tried to match the pace of his feet, landing awkwardly but managing to skid to a stop. Rainbow Dash caught up, followed by the odd shape of Rarity sitting on top of Pinkie Pie's tangle, pushed along by Fluttershy.

Macintosh gave an excited look to Rainbow Dash. The stallion's mind was secretly rushing at the ecstasy of the moment: he flew! They looked up, and the Aurora still was slowly circling in a wide slow arc through the air over the city. Rainbow Dash's look returned to Macintosh.

"Let's fly."


	7. Between Us Friends

Chapter 7: Between Us Friends

"Mr. Montclair."

Ever-diligent in his research, the well-dressed diamond dog raised an eye to recognize his apprentice, continuing his face towards a document.

"Baws," he acknowledged, continuing to read. "Is there something you need?"

"You're going to be returning the ponies-"

"Guests." corrected the wolf.

"Guests," continued the other. "After we know the location of the Gem, right?"

"That is correct." replied Montclair.

"Perhaps it might not be prudent to do so immediately."

"_Prudent_?" he thought for a moment, let the paper down placing his paws together on the desk, and returned Baws with a look of attention.

"Is it possible that the location they show might be a _red herring_? Where they show the Gem might actually be a location that it used to be, and currently isn't. Or maybe a place that it isn't and has never been, in that case." Montclair sat and thought, his eyes moving downwards at the consideration. Baws moved closer to the desk, resting a paw on one of the nearby chairs.

"Possible, but very unlikely," replied Montclair finally. "You said yourself that Miss Sparkle's level of honesty was acceptable-"

"Acceptable to _your standards_, Mr. Montclair. But remember, I've told you from back before we started the Enterprise that I don't trust anyone, especially not heist components, like the ...guests." Montclair's brow furrowed at Baws' reply.

"Very well then, you doubt the Finding Spell. Why should that call into question returning the guests home?"

"We'll keep them here." said Baws suggestively. "Not permanently of course," he began listing, gesturing on each of his claws. "Finding spell, scout the location, figure out if the Gem is there, if it isn't, we still have the guests here to try the spell again. If it is, we've succeeded, they go home."

"We change the terms from 'Returned home upon the revelation of the Gem' to 'Returned home upon the reception of the Gem' and 'bob's your uncle'. You think it will be that easy?"

"Well, we don't _have_ to _tell them_ those exact terms."

Montclair stood, still staring at the face of Baws. He turned and began walking with his back facing Baws, towards the circular space of his study where the furniture had been pushed aside as room for Twilight's spell to take place soon enough. He stood, examining the space for a little while, saying nothing and then looking downwards.

"I suppose you're right, better to be cautious than careless." He turned around, seriousness written on the creases around his face. "But I take such a step with hesitation; this may change our plans drastically. As well, you know how I feel about _extended visits_ ever since that escapade with that other thief Arsène Lupius."

"Who could forget." chuckled Baws.

"You may see to the guests; whenever they're ready for the Spell, then we'll begin."

* * *

><p>"Twi, you okay?"<p>

Twilight groaned, looking up from the text and rubbing her head with her hoof. She sighed, eyes closed in relative fatigue.

"This book is written in a very old dialect, it's hard to follow. I'm getting the gist but it's slow going," said Twilight with a yawn. "I haven't read stuff this boring since I was in Canterlot."

As she continued reading for a little longer, Applejack ventured closer. Twilight suddenly lurched on her seat, whipped around and fixed her gaze on Applejack, eyes wide open. Applejack stared in return, halted in position by her rapid movement.

"…Uh… Twilight?"

"Applejack this just gave me an idea," she said, staring intently into the orange mare's eyes.

"Swell, I guess. What?"

"This spell is about remote viewing based upon a special focus."

"Oh, kay…"

"Lots of it is about getting the 'tone' of focus, apparently some kind of deep magic that doesn't make much sense. But I just had a brilliant idea. I could make the focus the Mind of a Pony!"

"Focus on the mind of a Pony?"

"If I can focus on the magic that _flows from within our hearts_ - or the hearts and minds of our friends, I could use the Finding Spell on our friends! With that, I could use my teleport spell to take us to wherever they are. Escape!"

"Genius! I knew there'd-" exclaimed Applejack. She then looked up and remembered the chain wrung around Twilight's horn. The expression on her face betrayed that remembrance back to Twilight. They both stood there, thinking for a short period.

"Hey Twilight. Wouldn't they have to take off your horn-chain if they wanted to do their Findin' Spell?"

"Yes but the Finding Spell takes a bit of concentration for it to work, and the moment they think something's going wrong I bet they'd strap it right back on my head. You saw, they probably have a huge guard staff here.

Applejack recalled that she _did_ see.

"So what do we do?"

"We need to think of a way to get it off my horn, so we can try the Find/Teleport spell alone and without them knowi-"

An abrupt knocking sound ushered in Baws and two of the unicorn guards.

"Miss Twilight, Miss Applejack, are you ready for the Spell?"

"Ready," said Twilight, effectively hiding her ulterior motivation. Applejack nodded.

Baws led them through the hall once again, taking with him the tome, into the room which Twilight remembered was the same one that was used for her Interview, but saw the wide open space for her to perform her magic. At the perimeter of the circular space, there were several more guard unicorns, having shed their jackets but still wearing their little hats. All of them stared intently at Twilight while the two ponies entered. Baws stood to one side, Montclair overseeing nearby.

"Whenever you're ready, Miss Sparkle." said Montclair. Baws gave one of the unicorns a nod, and the unicorn approached Twilight from the front, staring at her head. Twilight held still at his icy glare. The chain creaked as if it had been frozen and was melting, and then came loose, peeling away from her horn. Twilight's head felt sort of fuzzy and itchy as the guard walked away again, holding the chain at the ready. Twilight channelled some magic through her horn, as if she was shaking a recently asleep limb. She looked to the side and saw the guard with his chain narrow his eyes, and realized she'd better get to it.

"Applejack, stand at the other end of the circle." said Twilight, moving towards a position half-way from the centre of the round space. Applejack did so, turning and facing Twilight.

"Okay… relax…" said Twilight, partly to herself. She closed her eyes, focusing deep, starting to sway slightly, her mind's concentration burying itself deeper than even thought of her balance. Suddenly she jerked to an intensely pressed position, her legs pushing hard as she fought some unseen thing, her horn glowing brighter and brighter with swirling beams. Applejack held still, watching Twilight's effort. She then felt herself starting to force herself harder and harder in some kind harsh focus with a complex thought entrenching itself into her subconscious mind. Montclair eyed the scene patiently.

Their cutie marks began to glow white and a lightning-like arc shot between their eyes, starting to spread and inflating like a big electrified balloon. It flashed and balanced out into some sort of odd hovering sphere with glowing edges in the middle of the room. Applejack's and Twilight's cutie marks faded to normal, the both of them dangerously leaning to one side before regaining their sense of balance. Applejack shook her head and regained her countenance. Twilight faintly moved, before slowly and with heavy exertion made her way to stand nearer to Montclair, who seemed most pleased with what he saw. A large holographic bubble in the middle of the room, showing a cloudy image of objects moving around and falling into place, as a scene assembled like a building toy before them. Montclair seemed quite intrigued by the display.

"An excellent parade... Look, those columns are either Cloudsdalian or Ibexian- and pink stained glass; Shetlander, 5th century no doubt." Trees began to form in the image, and a wide open space started to become clear. Montclair frowned when the scene seemed fully assembled, but Twilight smiled as she recognized.

"That looks like-"

"Canterlot?" said Montclair, annoyed. The scene seemed to move, showing a deeply buried glow underneath a water fountain statue. "Of all places…" he continued, nearly despondent.

"Well that makes verification and retrieval pretty simple, Mr. Montclair. A smash-and-grab in an easily accessed city," replied Baws. Montclair eyed him with a sort of indignant sarcastic smile.

"Oh 'pretty simple', of course! It's not like Canterlot has the_ highest amount of Royal Guards_ per capita than _any city for a thousand miles._" Montclair moved his paw at the holographic-like pearl of the illusion, turning the view like a stationary camera.

"Gah!" Twilight found herself sliding sideways in proportion to the rotation of the bubble. Baws resignedly said nothing as he realized Montclair's vocal annoyance.

"It wouldn't surprise me if there were a dozen barracks' located within a minute's walk." the gentledog sighed loudly. "The Gem, hidden underneath a statue in the middle of Canterlot City Square. Who thought up this tripe?"

"You have to admit it's a clever way to keep the Gem protected, sir," said Baws.

"It'll take months to plan the heist." agreed Montclair, examining the bubble closer again. He moved his paw up to it again to touch it, but it popped much in the way bubbles do, disappearing into nothing. While still taking in what had happened, Twilight was body-checked by guards on both sides squashing her, and another replaced the chain immediately. The guards relinquished their pressing, and Twilight fell over, the wind knocked out of her. Instantly and without a word Applejack bucked one of them flying across the room, laying another hoof into the face of another before she found herself suspended and unable to move in a dark burgundy cloud of magic, held aloft by three other guards.

"Steady on!" started Montclair. "Gentlecolts! What is this? That's no way to treat our guests!" he indicated the guards. Twilight heaved as she regained her breath and footing. "I am sincerely sorry Miss Sparkle; my guards are a bit overzealous." Twilight said nothing with a bitter expression, still trying to get back her proper breathing. She seemed like she wanted to say something and Montclair was patient with her standing there, but Baws interrupted.

"Take them away," said his steely voice.

"Enough of that, Baws." belayed Montclair. Baws gave him a very unappealing glare. Montclair didn't notice, looking back at Applejack and Twilight. "Thank you very much my dears, you've been very helpful."

"Now are ye' gonna send us home?" asked Applejack, as she was placed on the ground gently. Montclair's eyes seemed to whirr with thought without moving, before he turned his look to Baws for a moment. Baws' look returned like a mirror, and Montclair looked back at Twilight, then Applejack. Her eyes betrayed a mix of frustration and exasperation, with some kind of cold hope. Montclair looked beyond them, addressing the guards standing behind Applejack and Twilight. He finally said,

"Begin preparations for our next actions. Return our guests to their room for now."

For a lingering moment, Applejack just looked at Montclair, unsure what he meant by _'Next actions'_. Ushered by the guards, they began to walk back to their room. Montclair stood ponderously until they were gone. _"Indeed, it's going to take a long time to consider how to approach this properly."_

* * *

><p>"That Montclair better be sendin' us home lickity-split or I can't be held responsible for what I'm gonna do." exclaimed Applejack with a simmering fury.<p>

"The spell wasn't as hard as I thought, but those guards didn't have to try and _crush me_."

"This whole place is crazy as a fruit-bat." Twilight and Applejack sat down in the middle of the room, exasperated by the ordeal of their capture. A couple solemn moments passed. Applejack sighed loudly as she sat down near the middle of the room.

"I hate it here and I miss my friends. I think I'm startin' to bend at the edges, all these guards and all the strictness…" she said, the slight quiver in her voice that made it sound like she might cry.

"It was scary an' dangerous whenever we went off t'some other thing with all of us together, Twilight. Dragon Mountain, the castle ruins, that whole thing in Appleloosa… But nopony was ever tryin' to hurt us... well, except for the buffalo- but that was jus' confusion. But these fellers are different!"

"We just have to stay strong, Applejack," said Twilight, also trying to convince herself.

"But what's worst of all is that Montclair gentle-dog-feller-thing! I don't know 'bout you but I can't tell with him a'tall. They treat us so rough and then he expects us to trust him so nice. It don't make no sense… it's like, some-thing that happens is against what he wants and thinks and he's alright with it, there's gotta be a word, he's so… so…"

"Inconsistent?" suggested Twilight.

"Yeah."

"I still don't know if we should trust Montclair at all either Applejack. If all those guards and Baws are his lackeys that represent what he wants to do, I don't know how he thinks we should just go along with what he wants like we're… _employees_ or something- when he seems so much more kind and polite than what they do."

"Employees, right. Treats us like paid farm-hoofs."

"Well it doesn't stand a chance against the power of friendship."

* * *

><p>"<em>Employees? <em>_Inconsistent?__ This is perplexing."_

Montclair leaned away from the listening tube and stood up from his desk. He paced around it a small while, as Baws read from a thick book and was writing on the draughtsman's desk. The more Montclair thought, the more he became confused, until he spoke.

"Baws, you're a good friend, right?" he asked in a certain inquiry of confidence.

"In some regards. You're more like a supervisor and a teacher in my mind, sir." said Baws, matter-of-factly.

"Am I losing my touch?"

Baws looked up over his shoulder, examining Montclair from head to toe, then returned his focus to his work with his pen, speaking while facing away.

"What'd you mean?"

"Something doesn't seem quite right with Miss Sparkle and Applejack, whenever we talk to them," he said, walking briskly to in front of his desk.

"Quite right?" Baws repeated as a question.

"You'd think they'd be more appreciative of my charity. I give them a fine room and fine food and all I ask is their cooperation. You know this would have gone smoother if you hadn't mentioned I was a gentledog thief at the beginning."

"It won't happen again," said Baws in a manner that suggested he preferred not being distracted from his work.

"But what strikes me as odd is _why_ they are so… resistant to my giving's and askings. There's some kind of unnecessary friction there…"Montclair stood with his paw to his chin, looking downwards in deep thought. Baws continued to write. "Baws,"

The gentledog looked at his apprentice, a sliver of growing concern on his face. Baws looked up.

"How _did_ you 'retrieve the Elements'?" Baws thought for a moment and then stopped moving, before his eyes focused back to Montclair.

"Well?"

"I kidnapped them," said Baws with an exhale, knowing after a moment of consideration that it would not be the most ideal of things to say.

"Kidnapped," repeated Montclair, apprehensive. "You… kidnapped them." Baws nodded his head slowly. Montclair's voice seemed barely able to contain a collected fury, his paws shaking for a tiny instant before they were calmed by force of will. He breathed slowly before speaking.

"Baws, I do not think I have ever been so disappointed in you." he began walking towards the circular clearing of desks. "I never thought my giving you the ability to run the Enterprise and represent my interests on my behalf would in a hundred years result in such a tremendous _deviation_. I taught you to be efficient, to be polite, to be noble, are those things not worth anything if we do not demonstrate them?"

"We're thieves, Montclair."

"**We're **_**Honourable**_** Thieves!**" he exploded, taking a broad step to his desk to ensure the listening tube to the guest room was closed. "Have you learned **nothing**? Why in the name of Celestia-above would you kidnap them, and then expect them to talk to us openly?"

"Well, given the resources we had available to us, I thought the best way to get them would be without any questions asked and with complete assurances of our possession." Montclair threw his arms up in frustration, his cane waving in the air.

"Oh simple as that, eh? You just flaunt your power as second-in-command and with a little bit of coin anything opens up to you?"

"I recall you once said yourself that we do what we do because it's fun." Montclair approached Baws, who was still sitting in his chair but looking at Montclair, whose face was most intense.

"I do what I do because it _serves a purpose_ and is fun. You're taking pleasure in simply the indulgence of power." Montclair turned and backed off a little. "That's incredibly dangerous, Baws."

"What's it matter? We still got what we wanted. What would you have done?" Baws replied.

"The last thing I would do is nab some knave by the nape of the neck." he began rolling his paw in a fantasy conjecture and paced forwards, his voice much less angry but still quite reprimanding. "I could've hired a professor, rented a loft in the city, pretended it was a magic experiment for a university- for goodness sake Twilight would've brought all her friends at her own expense and there wouldn't have been any need for worrying about the Interview in the first place. Since you kidnapped them, in all likelihood her friends are seeking her out, which jeopardizes our station _and_ our location."

Baws sat quiet. In his mind he knew with such a suggestion he was defeated for that logic, but his expression wouldn't admit it. Montclair sat down, very deflated and silently enraged. He spoke rather quietly, with a calming but very sullen tone.

"Baws, you feed too much on the authority you have. It's corrupting you and I no longer think it fitting to continue the heist at this rate. We'll put the project on hold for now until we can stabilize things and we'll return Twilight and Applejack to Ponyville at midday tomorrow when the relief train arrives. _I'll_ see to it, but you…" Montclair sighed heavily, looking directly into Baws' eyes. "You may not be my friend, but I know something in you trusts me as your teacher. You're hereby relieved duty of the Montclair-Baws Enterprise until further notice." Baws eyes narrowed, but Montclair didn't see; the wolf simply staring downwards and flabbergasted. "Get out."

Baws took in the words with a thick stake of gravity. He stood, rolling up the paper he had been writing on, and walked out without a word. Montclair was left standing beside the desk with his paw resting on the edge. He sat down feeling defeated, and rested his paw on his face, slowly wiping downwards from his eyes to his mouth.

* * *

><p>A few knocks and 'The Guests' gazes locked on the door. Baws came inside and shut the door with one quick movement and began walking towards the desks with the curled paper in his paw. His look was different from what it had been ever before, with a fleck of an honest concern in it, and beckoned them to come closer.<p>

"My guests, you need to escape." he said in a hushed imperative tone.

Applejack and Twilight looked at each other in bewilderment of the indication.

"What?" said Applejack first.

"Montclair doesn't intend to release you. I'm coming up with a plan for us to get out of here tomorrow at noon."

"Why wouldn't he plan on releasin' us, he said he would." replied Applejack. Baws unrolled the paper, revealing an isometric layout of some kind of structure, with a front elevation that showed what it would look like completed.

"That looks like one of Apple Bloom's toy sets, sorta. Like a little castle."

"This is a floor plan of a planned addition to the mansion, written up by Monty." he pointed with his claws at the windows. "Notice the window frames- reinforced steel," and then pointed to the top of a spire-like tower, with a crudely drawn tiny diagram of some kind of mechanical device. "Miss Twilight, do you recognize this?"

"It sort of looks like an aura-wand attached to something."

"It's an Anti-Magic field generator. No magic inside the structure, no magic can penetrate the structure. Not even the Finding Spell would work inside it." detailed Baws. "The perfect little play-pen for Montclair's little ponies."

"What?" objected Twilight.

"Montclair is a collector, and he's never satisfied with an incomplete collection." he eyed them both intently. "And right now he has _two_ of the _six_ Elements of Harmony. He always feels like he's got to 'catch them all'."

"He couldn't just keep us there forever!" protested Applejack at the comprehension.

"Ten years is standard fare." echoed Baws. A moment passed in horror as Twilight and Applejack realized the prison that the diagram conveyed. "I'll be able to get you out tomorrow, but just rest this evening. Don't do anything suspicious and no questions will be asked by anyone."

Neither of the ponies said anything as Baws picked up the paper and curled it in his paw.

"See you tomorrow, and don't worry." he exited the room, locking the door once outside as usual. His eyes peered at the guard standing at attention. He held the paper up to the lamp beside the door, holding it until it caught fire against the flame, and burned into ash with no remains.

"Forget what you just saw," declared Baws.

"I don't know what you're talking about, Mr. Baws, sir," replied the guard solidly.

"Good."


End file.
